Bewitched Bears
by Brahma Bear
Summary: Kit thinks he's too old for trick-or-treating, but Baloo, struck with nostalgia from his own childhood, is determined to pull all the stops to show Kit the best of Halloween spirit. It's all fun and games until a job gone awry on the big day leaves them stranded in a village haunted by a spectral headhunter.


**Bewitched Bears**

It was the middle of autumn, though the bright green coconut trees and sparkling sandy shores at Louie's Place would never confess to it. There, if you wanted a visual cue of when the seasons changed, you had to watch for when Louie put up the Christmas tree, which meant it was somewhere in the winter, and when he finally got around to taking it down, when the last bone-dry needle had disintegrated from its withered branches... usually June, July-ish, and ― _voilà!_ ― it was summer.

The present season had its own bit of commemoration as well, and to that end Louie had just set down a big cardboard box on the table where Baloo and Kit were finishing a hot fudge sundae. "'Bout that time, my man," he said.

"You betcha," said Baloo. "We'll be here!"

"About time for what?" asked Kit.

"Why, only my spook- _tacular_ Halloween shindig," boasted Louie. After blowing dust off the top of the box, he opened the flaps and reached inside. "The only place to trade in them autumn blues for ghostly boos! Ol' Baloo here is the mango bobbin' champion the last five years an' runnin'. Still hold the record for most mangoes in a single bob!"

"What can I tell ya, I got my secrets to winnin'," grinned Baloo.

Louie whispered aside in Kit's ear, "That big mouth ain't no secret!"

From the box, Louie took out a molded plastic decoration, a black cat with arched back and fierce, hissing snarl.

"Aw, Louie's kittens," cooed Baloo. He picked it up and looked it over, fondly and absently musing, while leaning back, stretching, and putting his feet on the table. "Ya know, Kit, we should get somethin' like these black cats for home, y'know, for a lil' decoratin'."

"Just don't get too comfy," Kit told him. He checked his watch for the twelfth time since they'd been there. "If we don't get those packages back home on time, Becky's gonna decorate _you_ with a black eye."

"Heh, _relax_ , Lil' Britches," said Baloo. "We're not gonna be late. We're gonna be _almost_ late! Which is just another way of sayin', right on the dot."

"Ri-ight," drawled Kit. He slid out of his chair and started for the door. "You stay here, then. _I'll_ fly to Cape Suzette. Later, Louie!"

"All right, all right. I'm comin'." Baloo groaned wearily and pushed himself to his feet, slapping a hand with Louie before following Kit out. "Better have plenty of mangoes a-bobbin', pal, 'cause I'm fixin' to break a record or two next week!"

* * *

In the Sea Duck, en route to Cape Suzette, Kit was folding and sorting his maps while Baloo absently whistled a tune. His whistling suddenly stopped as a thought crossed his mind, and he shook his head at it.

"Boy, Halloween already," he said. "Seems like it was just here."

"About a year ago, you mean?"

"Yeah, 'bout right," said Baloo. Then he chuckled. "Hey, did ya see Molly in that Danger Woman costume she's got? Is she excited, or what? She's gonna be cute as a button when she goes out trick-or-treatin'."

"Yep," murmured Kit, in the type of deadpan tone that was usually reserved for just acknowledging something was said, for the barest of courtesy, rather than listening or caring about to _what_ was said. He was trying to straighten his area and would have been content to concentrate on it; after a moment, though, he had folded the same map three times. He kept thinking about how Molly was so eager for the last day of the month to come, whereas she could hardly talk about anything else, and often she nagged him to get a costume to trick-or-treat with her and Miz Cunningham. He wasn't a little six-year-old, he wanted to tell her. But even his fellow twelve-year-old friends at school had been chirping lately about ideas for their costumes and which neighborhoods they were going to hit. That was usually when he tried to turn the conversation toward something worthwhile, like (what else) airplanes, but try as he may he could hardly escape the trick-or-treat fuss; it was in the papers, on the radio, displayed on the storefronts downtown, everywhere.

"It's baby stuff, though," he said. He glanced at Baloo from the corner of his eye. "Right?"

"What, Danger Woman?"

"Trick-or-treating."

The look Baloo gave Kit was along the same kind that the Inquisition gave to heretics. " _Who_ says it's baby stuff?"

Kit shrugged. "Wearin' goofy costumes, knockin' on doors and beggin' for candy with those little toy buckets? C'mon."

"Lookit you, not even Christmas and already comin' down with a case of the _bah humbugs_ ," said Baloo. "Aw, don't be such a Hallo- _weenie_ about it. Ya gotta get into the spirit a lil' bit. In fact, maybe you an' me oughtta find a couple costumes to wear to Louie's next week."

"I think I'll pass," said Kit.

"It don't hafta be nothin' fancy," said Baloo. "Maybe ya could just put on yer scarf an' goggles, then we could _both_ go as pilots. Huh?"

"My scarf and goggles _aren't_ some costume," snapped Kit.

"Easy, no offense. I was just thinkin' out loud."

Kit sighed and put a folded map in the glove box, and started neatly folding another. "Besides," he said, "even if I ever got to wear a costume, I probably never would've decided what to be. It's supposed to be scary, right? The only thing scary about pilots are the ones that don't know how to fly."

Baloo nodded and laughed, but stopped suddenly; something had just ticked in his mind. "Wait a minute, if ya _ever got_ to? Haven't ya _ever_ done a costume for Halloween?"

Kit straightened the map in his hands with a hard shake, and turned a shoulder away from the pilot's seat. "Well, last year, I dressed up as an _air pirate_. Does that count?"

Baloo was so dumbfounded that he was oblivious to the sarcasm in Kit's tone. His mind was stuck on one thought, like a skipping record repeating a line over and over: "You've _never_ been trick-or-treatin'?"

The edges of the map crumpled in Kit's fingers. "How many orphans ever knocked on _your_ door?"

Baloo recoiled at the response, frowning deeply. Kit's scowl told him that he did not like the question one bit.

"Gee, kid, I'm sorry. I wasn't thinkin'."

"It's okay," shrugged Kit.

"No, it's _not_ okay," said Baloo. He ran his hand up inside his cap, and gave himself a good smack on the forehead. "I wasn't thinkin' _at all_. Ya never had a chance to... to... Oh, _I'm_ the Hallo _-_ weenie! I shoulda been plannin' this _weeks_ ago!"

"Whatever _this_ is, no, you shouldn't have," said Kit.

Baloo didn't seem to hear him. His grin was as wide and bright as the sparkling blue horizon he gazed upon through windshield. "Me an' my Uncle Moe, every Halloween, why we'd have a _blast_. The costumes an' the pranks, the ghost stories, all the candy an' makin' jack-o-lanterns! Ha, I'm tellin' ya! We'd go findin' the neighborhoods where the houses were all decked up real scary-like. Every year, I couldn't wait. Man, what I wouldn't give to..." Then, that big, bright smile shrunk, overshadowed by a sudden sadness. "I sure do miss that guy some days."

"So, let's just go to Louie's party and have a blast there," said Kit.

"Yeah yeah, Louie's," nodded Baloo, with a sigh. "I mean, no! We got _better_ things to do. I've been stuck in that rut for so long that I almost forgot what all Halloween _is_. Now I got my buddy here to remind me! Ya see, Halloween's not like other holidays. Thanksgivin' and Christmas are good an' all, but Halloween, boy, now there's an _adventure_. Like a treasure hunt for candy! Ya go out, and ya just don't know what's gonna happen, what yer gonna see or what all yer gonna end up takin' home. It's a whole holiday just for havin' fun. An' it's somethin' _no kid_ oughtta miss out on." There was a dreamy gleam in his eye. "Hey, which way is that one farm? Remember, that big one we took them pumpkin seeds to that one time."

"What we need to do is stay straight for home," said Kit. "Becky warned you, Baloo, there's going to be customers waiting. It's gotta be on time."

"It's gotta be on the way, and it'll be just right quick. Now c'mon, navigator, navigate!"

Kit was reluctant to tell him, guessing ― more like _knowing_ ― what was bound to happen, the unpleasant fate awaiting them at Cape Suzette. But, he wasn't the one flying, and a dutiful navigator got the pilot where he wanted to go. A few seconds checking the map, and he had the course in his head. "Just turn port ten degrees and hold steady."

Baloo nudged the Sea Duck in the given direction, sat up in his seat like he was straddling a racehorse down the home stretch to the finish line, and pushed the throttle up. Kit had not seen him fly toward any single direction so eagerly since that one time they heard that Chuck's Chili Chalet in Bowersbrook was having a limited dime-a-dozen sale on foot-long chili dogs.

"Don't make a big deal out of this," said Kit. "We have a _job_ to do. Remember?"

"Oh ho!" chuckled Baloo. "Bet yer _flyin' broomsticks_ we do!"

"My flying broomsticks?" Kit slid low into his seat and groaned. "Oh, boy."

* * *

Rebecca stood at the end of Higher For Hire's dock, watching the Sea Duck finally appear from great cliffs of Cape Suzette. She was fit to strangle someone, and not just anyone. Her impatient toe tapping became angry heel stomping when the plane gracefully glided into the seawater and halted at the dock. When the cockpit door swung open, she was poised and ready to attack.

"Late _again_ , Baloo!" she seethed. "I swear, you have no sense of responsi―hey!"

In a flash, Baloo had shoved a pumpkin in her arms, then disappeared into the back before she could utter another word.

"Why... am I holding... a _pumpkin_?"

Then Kit jumped out the door, next to her, shaking his head. "There's a dozen more in the back. I tried to talk him out of it, but... he's kinda gone nuts."

The Sea Duck's side door opened, and a bale of hay tumbled out onto the dock next. That also wasn't part of the delivery.

" _I'm_ the one who's going nuts!" Rebecca handed the pumpkin to Kit, then went storming inside the plane. "Baloo!"

From the outside, Kit could only cringe and walk away as the sounds of the next Great War erupted from inside the plane. It was a lopsided battle; poor Papa Bear was left stammering excuses while Rebecca pinned his ears back, maybe with real pins, by the sound of it.

* * *

The next afternoon, Baloo waited at the stoop of Cape Suzette Elementary for Kit to exit, and from there they walked to downtown. He even carried the kid's books for him, and it was a rare occasion, indeed. Baloo hardly ever had enough money left over to spend, hated shopping anywhere that didn't have a fast line and a taco menu, and the taco menus made sure he hardly ever had enough money left over to spend. It was the circle of life for his wages, and it worked out just fine, thank you. But today, he declared, they were _goin' shoppin'_ , and so eager was he that he hurried the entire way, while Kit had to hustle to keep up.

By the time they got back to Higher For Hire, they were each carrying a big paper bag full of things that Baloo deemed to be absolutely necessary. Things like paper skeletons to hang on the walls, little ghosts made of tissue paper to hang up on the ceiling, candles, fake cotton spider webs and all sorts of knickknacks with scary themes, like bats, witches, spiders and skulls, not to mention a big round straw broom, riding sized, and a conspicuous box from Perry Wigg's Rug Emporium (their radio jingle: _Whether on top of your head, or under your feet, the rugs at Perry Wigg's CAN'T ― BE ― BEAT_ )

"What _is_ all this junk?" lamented Rebecca.

"Halloween spirit, Beckers!" said Baloo. Once the bags were set down on the floor, Molly was gleeful to join them in unloading all the surprises inside. "C'mon, gang, let's turn this joint into _Haunted_ For Hire!"

"You just hold your haunted horses, buster," Rebecca said. "This is still a place of _business_. Go do your decorating upstairs. Besides, I already put up decorations for the office." She was referring to the cardboard orange jack-o-lantern she had taped to the front of her desk.

"Oh, yippee," drawled Baloo, rolling his eyes. He reached in his paper sack and pulled out a fuzzy spider made of knit yarn, and set that on the boss' desk, its sprawling, black legs knocking over a pencil holder. "Here, try _that_ for size."

"Ugh, no thanks," said Rebecca. "Take it away."

Baloo did, though not without sticking out his tongue at her.

"What I want to know," said Rebecca, "is how you can stomach all this gory _kitsch_ , a guy who I swear gets scared of his own shadow."

Baloo protested, "I'm not afraid of n―"

"Boo!" Rebecca suddenly shouted.

"Augh!" Baloo yelped just as suddenly. "Hey!"

"See?" she smiled.

"Hmph, wasn't you," he said. "Was yer scary mask."

"I'm not wearing a... oh, _really_."

"This stuff's not gory, it's kinda fun," remarked Kit. His favorite was a skeleton marionette they had found in a department store, which he and Molly were holding by the strings and making it "walk" on the floor.

"That reminds me, Becky," said Baloo. "Kit and I still got things to get, an' I'm kinda short on funds. Think you could gimme an advance on―"

"No."

"Aw, _please_?" Baloo removed his cap and bowed his head with big, sad eyes. He kind of wished now he had held back on the jab about the mask, or at least saved it for later. "It's for a good cause, honest."

"A good cause?" Rebecca stood up, her knuckles pressed to her desk. "You need an advance because you bought all this _junk_. And don't you think I forgot about yesterday. While you were out wasting your time and money those stupid pumpkins instead of doing your job, you left me explaining to an angry customer. I had to cut the bill and we _lost_ our profit. You want a favor from me? Try being _responsible_ for a change! That would be a _great_ cause."

Surprising to Kit was that he had heard Rebecca give Baloo similar, even sterner lectures and arguments countless times, though Baloo had usually shrugged or laughed them off, but this time, her words had somehow stung him to silence. Rebecca was surprised, too, for the lack of a wisecrack reply, though she waited for it. And waited. But Baloo was speechless, his fingers fidgety, and his eyes seemingly too heavy to lift.

"I'm _bein_ ' responsible," the big bear muttered, at length. Then he took the broomstick he had bought and laid it across her desk. "Here. Why don't you go fly some deliveries, an' see if _you_ always make it on time."

Rebecca began after him as he stopped out of the office and out the front door, but only got to the corner of her desk before she thought otherwise. The slam of the door made her flinch.

"You hurt his feelings," said Molly to her mother, as scolding of tone as a six-year-old can get.

"He's a grown bear, he can _act_ like it once in a while." Rebecca crossly plopped down at her desk chair, angry at Baloo, and herself.

Then Kit approached her desk, respectfully with his hat removed. "Miz Cunningham, would you please reconsider about the advance?"

"Oh no," she groaned. "Don't tell me he's got _you_ roped into this."

"Nuh-uh," said Kit. "He doesn't know I'm asking. I'm pretty sure he wants it for more Halloween stuff."

"I don't get it. What Halloween bug bit him all of the sudden?"

"He's makin' a big deal out of it because... well, he thinks that _I_ want..." Kit hesitated in explaining. It was in that hesitation that Rebecca seemed to know what he was about to say. "Look, I'm only asking because it really, _really_ means a lot to him."

Rebecca slouched with her cheek in her palm, a pencil in the other hand tapping against her desk. She had no idea how she went from being right to being sorry, and while she thought of all the dutiful reasons to explain why, as a manager, as a businesswoman, as a responsible leader, her answer was _no, absolutely not_ … did Kit and Molly _have_ to look at her like that?

"Fine," she said. "Tell him I changed my mind."

"You're the best, Miz Cunningham," said Kit. "I'm gonna tell him right now!"

As he turn his heel, Rebecca cleared her throat loudly to get his attention, then glanced at him and the broomstick on her desk.

"Oh, right." Kit promptly removed the broomstick and took it with him. "Won't be needing that!"

* * *

Their kitchen looked like a squash market. Two days from trick-or-treat, Baloo and Kit sat at the kitchen table, surrounded by pumpkins. They each had one in front of them, with knives, spoons, pencils, and a big empty bowl at the ready. Kit followed Baloo's lead as they sawed off the tops.

"Yuck," said Kit, as he peered into the pumpkin. "It looks _slimy_ inside."

"Yeah, and if someone cut a big hole in _your_ head, it'd look kinda slimy inside, too!"

"That's _gross_ ," laughed Kit. "So now what, we dig it all out with the spoons?"

"All in good time, kiddo," said Baloo. "But first, it'd only be right for ya to get a _feel_ for yer first jack-o-lantern." He folded his fingers together and cracked his knuckles, then held his hand over his pumpkin, finger like claws and ready to dig. With a mischievous grin plastered ear-to-ear, he glanced at Kit, waiting for him to do the same.

"No way! That's even _grosser._ "

"C'mon, on the count of three!"

"Aw, man." Kit rolled up his sleeve and got into position, and cringed at the impending plunge.

They said it together: "One... two... _three!_ Eeeeewww!"

With their squirming faces, chuckles, and _yucks_ , they both pulled out a fistful of stringy, slimy, orange goop. They shook the mess off their fingers, Kit into the bowl, but Baloo, whose attention was conspicuously pointed toward the other direction at the moment, missed the bowl considerably.

"You... didn't just do that," Kit said. Slimy strands and seeds rolled down from his hat to his ears.

"Whoops! Sorry, I meant to..." Baloo reached over and wiped the goop off Kit's head... and it somehow slid down Kit's back, not without helpful direction and a little collar tug. While Kit yelped and squirmed, Baloo feigned surprise. "Oh, gee! Slippery stuff, dog-gone it."

"Oh... _that's_ okay," said Kit calmly. He reached in his pumpkin and grabbed another bunch of slimy throngs in his fingers, and flicked a gob onto Baloo's face. "Whoops!" he said. " _Really_ slippery stuff. I'd say it's almost got a mind of its own."

"Hey!" Baloo wiped the orange mess from his brow. "Call me crazy, but I think ya did that on purpose."

"You're crazy, and if I would've done it on purpose..." Kit reached in for another scoop, and packed and rolled that in his palms into some semblance of an orange, stringy ball. "I would've done it like this!" He chucked it like a baseball pitch, landing a bullseye between Baloo's teeth.

Baloo spat it out. "Oh! Right, _my_ mistake. Myself, I woulda done it somethin' like _this_." He took a big gob from his own pumpkin, leaned over and smeared it over Kit's face until the kid blushed orange. Then he sat back and admired his handiwork, quite pleased with himself. "Hey, don't look now, but ya got somethin' on yer nose."

"That does it!" Kit shot out of his chair, prompting Baloo to do the same, and they assumed their weapons while squaring off on opposite sides of the table. "Prepare to wear _pumpkin_ , Papa Bear!"

"N-now wait, just a minute! Let's let cool heads prevail here." Baloo backed away from Kit and his loaded fistfuls of goop, but he was snickering so hard he couldn't stand up straight. "Or one cool head and one _orange_ head, anyway. Ha ha!"

Kit lobbed the next shot, and the war had erupted. It was a frenzy of flying goop, where Baloo upturned the table and took cover by the sink, and Kit did the same behind a chair. Baloo reached out to fire a few shots, but each time he poked his head out, Kit pelted him.

At last, his hat knocked to the floor and encrusted with slimy pumpkin seeds, Baloo reached for a white apron on the sink and waved it. "Cease fire! I surrender!"

"Good," panted Kit. "I just ran out of ammo."

"Oh yeah?" Baloo scraped out the last bit inside his pumpkin and flung it at Kit, landing a direct hit between the kid's eyes.

"Hey! No fair, you surrendered!"

"Doesn't count," grinned Baloo. "That was before I knew I was about to win! _Now_ we can call a truce."

"Oh yeah? I haven't even begun to fight," declared Kit... but he had begun, and frankly, he was done. They were both exhausted. Kit slid back into his chair and caught his breath, while Baloo pushed the table back in place. Kit looked around the kitchen, and if he didn't know better, he might have thought an orange giant had sneezed all over everything. " _Yuck_. We gotta clean this mess."

"Aw, leave it for later," said Baloo. "First, we got _important_ work to do."

As things settled, they took all the other pumpkins one by one and scooped out their innards with spoons. Then with pencils they drew faces on each, and began cutting out the shapes from the orange shells. With about a dozen pumpkins, it was long work.

"Now, easy does it," said Baloo. "Where you're cuttin', just mind where ya drew the lines. Just a couple eyes, a nose, a mouth, an' ya got yerself one fine jack-o-lantern. A candle too, of course, but that's last."

Kit squinted at his, sawing away a piece out of the pumpkin shell in bursts at a time. "I'm worse at carving than I am at drawing."

"Yer doin' fine, you'll see." Baloo was making his in a familiar fashion, triangles for eyes and nose, and a wide grin with a couple squares for teeth. Only moments after he began carving, he wasn't even using the lines he penciled in as guides, but by memory, and he finished his well before Kit.

"Lil' Britches, I wantcha to meet a dear ol' friend of mine," he said proudly. He turned the jack-o-lantern's face around so it was looking at Kit. "This here is Ol' Smiley."

"Ol' Smiley? We hafta _name_ our pumpkins?"

" _Pumpkin_?" Baloo covered around both sides of the Smiley's orange face with his hands. "Why if he had ears, he'd be insulted. I don't just name _any_ jack-o-lantern, just the one, the same friendly face I always made, every Halloween. Me an' him go _way_ back."

"You're good at this," said Kit, admiring the crisp cuts and symmetry of Baloo's carving. His, by comparison, was a bit more abstract, big round eyes with a semblance of an uneven grin that curved too far up the left side. "Mine needs to go _way back_ to the pumpkin patch."

"Stop sayin' that," scolded Baloo. "That's comin' 'round life-like, if ya ask me."

"Life-like? Like _how_?"

"Like... heh, remember how Wildcat looked after he tried jugglin' those wrenches?"

A snicker, a darn guilty one, sputtered from Kit's mouth.

There were several more pumpkins awaiting their magical Halloween makeover. The sun went down, the evening grew dark, the night grew late, and they grew tired, but with Baloo's cheerful prodding, they pressed on, and the kitchen was at last full of jack-o-lanterns with all manners of goofy and sinister expressions.

Kit was finishing carving the last of them, and Baloo had dragged the bale of hay indoors and was stuffing hay inside of a set of clothes.

"Whatcha think Miz Cunningham's gonna say about your scarecrow prank?"

"With any luck, it'll scare 'er away," grinned Baloo. "So, what're we gonna do for costumes? We gotta get 'em tomorrow."

"I dunno," shrugged Kit. "The pumpkins and stuff are all right... but the whole goin' door to door..."

"Well _I'm_ goin', so ya might as well tag along."

"What, in your grass skirt and coconuts?"

"No, somethin' _Halloween_ -like. Somethin' _you_ need to help pick out."

"Whatever it is, I can just _see_ you skipping around town with one of those little candy buckets. Real cute."

"Ah-ha! _That's_ what's got yer propeller stuck. Well, wait'll ya see this!"

Baloo exited the kitchen, and came right back with a big burlap sack.

Kit read the faded read lettering on the front: "Potatoes?"

"No, not potatoes," said Baloo. He held the sack open as to show the kid all the room inside. "A king-sized candy bag, kiddo. We're goin' on a _mission_ , see? We're gonna fill this big boy up."

"That? We'll need _ten_ Halloweens to fill that up. How're we gonna do it in one night?"

Baloo playfully pulled the bag over Kit's head and shoulders and plopped back down into his kitchen chair, taking a moment to admire all the jack-o-lanterns surrounding them. "Door by door," he said, stretching and leaning back with his hands behind his head. "It's a big town, ain't it?"

Kit shrugged out of the bag and yanked his knife out of the last jack-o-lantern, with a groan for his aching hands and arms, but as he looked at it, he smiled a bit. This one frowned with sharp teeth, with triangle eyes angled into a fierce scowl. "I think this one's done," he said.

"Look at that scary mug," marveled Baloo. "Yer an _ace_ at this, Lil' Britches. Were you pullin' my leg when ya said ya'd never done this before?"

"Aw, Baloo. Cut it out."

"C'mon, you get the matchbook and candles. Let's go light these guys up and see how they look!"

Ol' Smiley had the honor of being lit first; Baloo kept that one on top of a crate next to his armchair, filling Higher For Hire's office with a flickering orange glow. The rest went outside, where Wildcat was elbow-deep in the Sea Duck's port engine, working by the light of a lamp tied to the propeller by a long extension cord. A cluster of tools and a bucket of old, oily work rags were under the plane's wing.

"Wow," breathed the mechanic, awed at the oncoming pumpkin procession. "You guys Halloween _hard_."

"Douse the light an' give us a hand, buddy," said Baloo.

Wildcat did just that, and he and Baloo fetched the rest from the kitchen, armloads of their new jack-o-lanterns at a time, setting them atop the dock's pillars, while Kit lit and set their respective candles inside each in turn.

At the end of the dock, they stood and admired their handiwork; they had nearly lined the entire stretch from the shore to the Sea Duck with the fiery glow of ghostly visages, under a starless black sky and a full moon high and bright over Higher For Hire's windsock. The little bumps on their arms were from more than the chilly night air.

"Wow," breathed Kit and Wildcat.

"Yep," nodded Baloo.

"Wonder why people started makin' these for Halloween?" asked Kit. He glanced up at Baloo to see if he would know.

"Ah, well..." said Baloo, thoughtfully, though caught by surprise, " _that's_ a story." If only he knew what it was. He hesitated, glancing around the dock and at the jack-o-lanterns, the little airplane of his mind looping around the basic Halloween topics… candy, pumpkins, ghosts… ah! "Ya see, uh, there're these _ghosts_."

"Ghosts?"

"Yeah! _Headless_ ghost! And they come out on Halloween night, crawlin' out of their graves, spookin' folks and lookin' for _heads_ to take back with 'em. So people started puttin' up the jack-o-lanterns, so the ghosts would take _those_ instead of..." he mussed Kit's cap over his head, "a head that somebody was still usin'. Ya better believe them ghosts still come around on Halloween night, that's why we got plenty of pumpkins."

"You're makin' this up," said Kit, straightening his cap.

Baloo turned his nose up at the accusation. "Am not!"

"Uh-uh, so the people that don't get pumpkins are what, ghost chow?"

"Heh, they better have somethin', or they're takin' a chance. What can I say? I guess there's just somethin' about a jack-o-lantern that ghosts like, the way their faces glow in the night, it's the color, ya see, it's whatcha might call _ghosty_ , all glowin' with fire an'... an'..."

"Right, and how'd these ghost that you're not makin' up lose their heads?" Kit wasn't patient enough to let Baloo wax poetic about seasonal squash, which was probably just as much a mercy for Baloo, who had already run out of poetic wax. "They just float away somewhere?"

"Nah, kid, ghosts don't lose their heads, the people they used to be did," explained Baloo, in an air of expertise. "They all got different stories, there could be _hundreds_ of 'em. Maybe _thousands_."

"Thousands," repeated Kit incredulously. "Name one."

"Well... that's kinda like a needle in a haystack..."

"You mean you don't know, 'cause it's a load of baloney."

"Of course I know!" Baloo tugged at his collar. That aforementioned little airplane of his mind? It was stalling. "Why, I know all about these things."

"Gimme _one_ , then."

"One? Well, uh, if ya really _want_ the gruesome details..."

Wildcat gulped and shrank back. He, for one, did not want the gruesome details. But Kit crossed his arms and waited stubbornly for an answer.

"Well?" he asked.

"I... I can't," said Baloo, the back of his hand against his forehead. "It's... too _horrible_ to talk about."

Kit rolled his eyes. "I bet," he said. He was about to walk away, but Baloo spoke quickly.

"Uh, there's one ghost that used to be a _pilot_ ," he said.

Kit stopped mid-step. "A pilot?"

"A gh-ghost pilot?" repeated Wildcat, his knees shakier than his voice. Unseen, a stray cat could be heard murmuring from the shadows on shore. The wind changed, a biting cold breeze from the bay swept over the dock, catching the candles inside the jack-o-lanterns, and their haunted, hollow grins flashed and flickered.

"Er, yeah, a _ghost_ pilot!" said Baloo, shaking the uncertainty from his tone. He glanced around again, looking for ideas. The Sea Duck, moored with one wing over the L-shaped extension at the dock's end, gave him what he needed. He took Kit and Wildcat by the shoulders, and let them under the plane's engine. "A _headless_ ghost pilot. Why it was some years ago... on a... on a _dark and stormy_ night!" Baloo was quickly getting comfortably in the groove of this ghost story business, and his tone became grave. "They say he had a plane just like the Sea Duck here. He got lost in the storm, see, his plane getting' smacked around by the wind, an' gettin' _lit up_ by the lightnin', 'til it got so bad he lost his engines. His only hope was this two-bit airfield in the middle of nowhere, and he thought he could stick the landin', but..." He clasped his chest dramatically. "Oh, the crash, it was _terrible_."

Baloo paused to catch a breath. For a story-teller, he wasn't doing so bad, and the ideas were flowing. Half his audience was enthralled in sheer terror... the other half, that is the skeptical half, was at least paying attention, and maybe, just maybe, to guess by the uncertain gleam in his eye, was giving in to some _what ifs_ in his twelve-year-old imagination. Baloo was even giving himself goosebumps, starting to believe his own fable. He caressed the lowest blade of the Sea Duck's propeller, careful around the edges as if they were razor sharp, gazing at it contemplatively and rubbing the base of his neck as if it were suddenly sore.

"The propeller was knocked loose when the plane hit the ground," he continued. "A piece just like this cut clean through the cockpit, an'... well..."

Wildcat gasped and suddenly regarded the blades of the Sea Duck's propeller like they were about to reach out for his throat. "You mean... he..."

"Didn't need his pilot's cap no more," said Baloo, shaking his head with deep sympathy.

"That's _sick_ ," winced Kit; not lost on him was that this was all coming from a guy who got queasy over paper cuts. Wildcat whimpered and wrapped his arms around his head, making sure it was still safely attached.

"Well _you_ asked. Anyway, no one ever came for him or his plane, and his ghost has been showin' up every Halloween night since. Oh! And they say he still carries that propeller, when his ghost comes roamin' around, lookin' for a head for himself, he takes that propeller and..." He finished the thought by swiping his finger cross his throat. _Crrckckck!_

Wildcat wobbled on his feet, about to faint and fall into the sea water. Baloo caught him under the arm. They all three flinched when they heard a trash can topple over from beside the office building, its cause only evident in the golden cat eyes watching them curiously from the darkness.

"Wait a minute," said Kit. "If no one ever found him or his plane, how would anyone know what happened to him?"

"'Cause..." Baloo thought about it for a moment, then nodded, quite pleased with himself. "'Cause they see his ghost on Halloween. I told ya."

"Why would his ghost only come out on Halloween?"

"It's what ghosts _do_ on Halloween," shrugged Baloo. "I didn't write the ghost rulebook."

"But I've been in _hundreds_ of hangars, and I've heard all the stories. No one's ever mentioned a ghost of a headless pilot. You just made it all up."

Baloo feigned offense to his accusation. "Read the papers, kid. Why the last time that ghost attacked..." He pointed the two of them to look toward the bay, where the reflection of the moon and city lights shimmered pale blue on the black water, ending at a point nearer the great cliffs where only darkness stretched beyond, and small cliffside houses speckled the far pitch blackness with little yellow dots of light.

"Yep, it was a night just like tonight," said Baloo. "There were three guys hangin' out on a dock, just like us." His voice dropped to a whisper. "It was nice an' quiet, like it is now. Real peaceful, just the moon shinin' on the water. None of 'em ever thought..."

There was a pause. Kit and Wildcat glanced at each other, suddenly realizing that Baloo was no longer between them.

" _... to look behind!"_ hissed Baloo. When they turned around, a fiery ghost lunged at them, its empty glowing eyes and wicked, gaping grin hungry for their heads. They screamed and ducked, but Wildcat, in his flinching, knocked the jack-o-lantern out of Baloo's hands. It fell right into the mechanic's bucket of oily rags, and in an instant the bucket was ablaze, with the pumpkin, now broken, burning inside. "Whoops!"

"Baloo, watch what you're doin'," said Kit angrily.

"It's okay, I got it," said Baloo. He went to pick out the broken pieces of pumpkin, but a flames were quick to grow and bit his fingers. Then he tried to kick the bucket off the dock, but it tumbled and spilled instead, scattering the burning rags, and the flames jumped onto the dry timber of the dock. "Uh-oh. Don't got it."

"We gotta put it out!" cried Kit. All three of them made attempts to stamp out the fire with their feet... and all three of them wished they had ever taken to wearing shoes when their toes were scalded and the flames shrugged away their efforts. Kit ran into the Sea Duck, came back out with another pale, dunked it in the seawater, and splashed it over the flames. They were extinguished in a puff of smoke, leaving charred black scars on the planks.

"Way to turn the place into toast, Baloo," Kit said.

Baloo rubbed at the back of his neck, blinking ashamedly at the burned patches of wood the way a five-year-old would at the shards of a cookie jar he had just dropped and shattered. "But I was just playin' around..."

Kit gave him a scolding glare. "Sometimes, you gotta _stop_ playin' around and act your age." The sudden warmth of the impromptu fire gone, the night seemed all the more cold. Kit looked away from Baloo, with a pang of guilt, for the big bruin showed a sting on his countenance like he had been slapped. Kit sighed, rubbed the chill from his arms, and started back toward Higher For Hire. "I'm goin' inside."

As he did, Baloo was still and crestfallen. "You okay?" asked Wildcat.

"Yeah," he muttered. "G'night, Wildcat."

He started off, but Wildcat grabbed his arm. "W-wait, what about the g-ghost," he said.

"Kit called it right," Baloo admitted, patting him on the shoulder. "Just made up. Honest. I was just tryin' to show Kit... aw, nothin'."

He glumly padded up the dock, blowing out the candle of each jack-o-lantern as he passed them, and with each one extinguished, Kit's words cut a little deeper, and he felt an intangible part of himself blow away with each little flame, fading into the thin air in a ribbon of smoke.

It hurt every time.

Ol' Smiley, ever faithful, was waiting for him inside. Baloo fell into his armchair, and sat there, still. He could hear Kit upstairs, running water to brush his teeth.

Baloo never chided him about things like that, or about making his bed, or doing his share of chores around their makeshift house, all those little jobs that he himself loathed to do. The kid was responsible. Becky never hesitated to point that out, especially when drawing comparisons between the two of them. But Uncle Moe was responsible, too, he thought, a guy who thought from his heart and would've never let his nephew down, or let him forget about the things that made the world fun. A guy who knew and did what was best.

In the end, he was left with only one friend who might understand, and that friend had no ears to listen.

"Let's face it, Smiley," he said. "I _am_ too old for this kid's stuff. Kit's not me and I'm not Uncle Moe. I just wish the kid could find out what a _real_ Halloween's like, somethin' he'd always remember with his ol' pal. Somethin' he'd look back on an'... an'... huh... start talkin' to himself in the dark." He sighed, rose wearily from his chair, and took one last, long look at that ghostly orange grin, where fond memories danced in the soft, flickering glow. "It was sure good seein' ya again."

Through the window, he caught a glimpse of that stray cat that had been poking around the trash. It had been watching him from the sill, or at least inspecting the interior for any signs of tuna. It jumped away and disappeared once it was discovered.

He lifted Smiley's lid and blew out the candle, and the room went dark. But, he was just up the first step of the stairs when he saw his shadow cast on the wall. Smiley was still burning. Baloo went back and blew the candle out again, and all was again dark, but as soon as he turned away, the flame bounced back, brighter than before.

"Hm, strong candle," he muttered. Lifting the lid again, this time he inhaled deeply and gave it a powerful huff, and the jack-o-lantern suddenly burst into a bright blaze, knocking him on his rear. The whole room was engulfed in a roaring inferno, flames bursting from the walls and ceiling. From nowhere, a colony of bats squeaked and darted over his head, fiery specters moaned with long, gaping maws and swirled around him at dizzying speed, and over everything, a high pitched cackle cried out in the chaos.

Baloo _screamed_ , and screamed some more, and screamed _loudest_ when something grabbed his shoulder. It was Kit. Baloo blinked, and the room was... normal. Completely normal.

"Baloo! Are you okay? What happened?"

"Kit! D-did ya s-see that?"

"See what? You just started screaming."

"S-smily blew up, an' the whole place... just... it just..." When he looked around the room, there was no question to him as to why Kit was giving him that bemused look. All was dark and quiet. "I must be crackin' up. Aw, never mind."

"You _scared_ me. You okay?" Kit caught a hint of a foul scent that made his nose curl, reminiscent of the time Baloo tried one of Louie's experimental Banana-Black Bean Burrito Bombs. It was a sulfur smell coming from Ol' Smiley. The moonlight and city glow from the nearby window showed the meandering shape of a long finger of smoke floating over the jack-o-lantern. He fanned his face. "Yuck. I think you got a defective pumpkin."

" _I_ think I gotta defective noggin."

Kit grabbed his arm and helped him up. "I'm sorry I yelled at you," he said. "It was just an accident, and no one got hurt. You don't get sore at me when I goof up."

"Nah, yer prob'ly right about a few things."

"Well... you scared me with your story, too," Kit admitted, with a bit of a bashful grin. " _Just_ for a second, though. It was pretty good, for being total propwash."

"Yeah, ya got me," said Baloo.

Kit went up the stairs, Baloo plodding behind him.

"So, I was thinkin', about Halloween," said Kit.

"Yeah?"

Kit turned around and smiled at him. " _Frankenstein_ monster."

"What about it?"

"Your costume, of course," said Kit. "We should try to find a really good one."

"Really? You still wanna... I mean, yeah! _I_ could do that! Great idea, Kit! Then what'd you wanna pick out?"

"I dunno yet, but if we _are_ gonna do this trick-or-treating stuff, we better do it in _style_. Right?"

"Ha! Cape Suzette better watch out, 'cause we're talkin' two cool ghouls comin' its way!"

* * *

The morning of Halloween eve, when Rebecca arrived at work, she first noticed the several cold and unlit jack-o-lanterns lining the dock. Still a day early, she thought, but she allowed herself to smile. When Baloo's childishness wasn't irritating, sometimes it had its charm. Charm had its sudden limits when she was greeted by her own effigy, a scarecrow in front of the door, propped up with a broomstick in arm, with a carved pumpkin for a head and a blouse and slacks stuffed with hay... _her_ blouse, _her_ slacks, and… where the hell did he find a wig like that?

"That bear," she grumbled.

The phone on her desk rang the instant she stepped foot inside. Odd for that hour, she thought. She hurried to answer it.

"Higher For Hire, Rebecca speaking..." Though all was quiet in the room, she could barely hear the other person. There seemed to be some strange interference on the line, like whispers of other indistinct conversation and soft echoes of laughter, and a rather devious sort of laughter at that.

"Tomorrow, yes, we could, but does the morning work? It's Halloween night, and my pilot's... well, he's _booked_. Good! Let me take down your information."

She wrote the details, hugging the phone tightly between her ear and shoulder so she could hear the small squeaky voice on the other end. It was giving her a headache. She had a mind to call the phone company afterwards to complain. Even long distance calls shouldn't have sounded like they were being transmitted from another dimension.

The phone company would have probably told her, upon conclusion of their investigation into the matter, that such interference is exactly what one can expect when actually receiving a call from another dimension, that you certainly understand that we have no jurisdiction over the communications infrastructure laid out beyond the realms of the living, or responsibilities for maintenance therein, thank you for choosing Cape Bell and have a nice day.

"Pick up from the house on the grass at Wolfswood Grove, deliver to the house on the swamp at Widow's Willow. Don't you have addresses? I see... _that_ rural, huh? No, my pilot will find it. What did you need delivered? Antique Books..."

As soon as she hung up the phone, she could already hear Baloo's protests: it's Halloween, how could you, and so on. Though, a part of that thought made her smirk, being the timeliness in which to demonstrate to him: if he was responsible enough to get the job done early, he'd still have the entire evening to himself.

She went into the kitchen to put on a pot of coffee, but planted her heel on a glob of pumpkin guts as soon as she crossed the threshold; her foot went skidding, and the rest of her couldn't help but follow along, halfway across the floor and landing ungracefully on her back. She blinked, noticing there were pumpkin seeds stuck on the ceiling.

No alarm clocks were needed to rouse her flight crew that morning. The landfall of Hurricane Rebecca rattled the walls:

"Ba- _loo_!"

* * *

Upon Halloween afternoon the day was cheery and sunny, full of pleasantly chirping birds and a warm, delightful brightness that had absolutely no business being part of a proper Halloween. A little dreariness wouldn't have hurt, after all. Molly zipped around Rebecca's desk in her Danger Woman jumpsuit and cape, vanquishing invisible criminal scum with her mighty Danger Woman powers.

"Will Kit and Baloo go trick-or-treat with us, Mommy?"

"I think the boys have plans of their own tonight."

"You should make 'em come with us," pouted Molly. "I thought you were the _boss_."

"That's what I keep telling myself," muttered Rebecca. She flinched when another _thump_ came from the ceiling, more horseplay from Baloo and Kit. They'd been at it all morning, filling the building with laughter. "What are they _doing_ up there?"

The day before, Baloo had indeed spoken his mind about having to fly a job way out in the boonies, to quote, "on one of the most important holidays of the year," and he declared it flat-out unconstitutional. He had told Kit that they would leave for the job early, but for someone who was supposedly determined to be back in town by sunset, he didn't seem to be in any rush.

Rebecca checked her watch with a knowing expression you might get if you saw someone roller-skating down a steep sidewalk, them bragging and thinking they had it all under control at first, but you knew, you just _knew_ , they were going to eat cement, and you watched and waited for it to happen, and when it did, you shook your head at it and said, "Meh! Knew it." To that effect, Baloo and his punctuality promises were already destined toward some seriously scraped knees and elbows.

There were more thumps, and Kit began to laugh again, his screechy giggles joined by Baloo's deep hearty chuckles, and both were a distraction. She wasn't getting any work done. Curiosity finally got the better of her, and she went upstairs. Their bedroom door was ajar, and she peeked inside.

"All right, you two, what's so ― augh!" She screamed and darted backwards when monstrous green hands with bulbous, crooked fingers and hairy green knuckles reached out for her neck. "Oh, Baloo," she huffed.

"Me _Franken_ -Baloo," he grunted, and for all intents and purposes, he was. He had everything, starting with a headpiece that had a rubber green forehead with stitches and gruesome red scars, and on top made his scalp look flat with matted black hair, real hair, not something painted on. His face and neck were smeared with a green paint, with little bolts fastened under his ears with spirit glue, and his trusty pilot's shirt was replaced with a plain black pullover under a long brown coat, patched, tattered and torn. Completing the costume were a pair of ample-sized trouser, and big, thick black boots that shook the floor when he walked.

Rebecca could hardly keep her jaw from hanging. This was no two-bit costume. The details were exact; the scars on his head, for instance, looked like they were sewn with real stitches, and those stitches went down to his neck and under his shirt. In fact, it was like seeing the ghastly character itself walk out of the screen of the theater. "It's... _good_ ," she said, at a loss for further words.

"Ya should see _Kit's_ ," said Baloo, whose scarred, green countenance suddenly became the most cheery and beaming scary monster of all time.

"No, not yet," Kit hissed, hiding behind Baloo.

"Aw, don't be bashful, show 'er yer walk!"

Rebecca waited; there was a little sigh, and a bit of a rustle where costume adjustments were made, and at last, from around Franken-Baloo's flank, a pint-sized mummy staggered about, arms outstretched in front and aimlessly reaching for... well, whatever it was that mummies supposedly liked to aimlessly reach for. Maybe ointment. Pale wrappings, both neatly stitched and falling apart in all the right places, covered him from head to foot, leaving showing only his eyes and nose, and fuzzy ears popped out between the slits. The wrappings looked anciently aged, dirty and dusty, and not from an accidental tumble in a field, but because they were colored as with cosmetics to look that way.

"Kit, that's... also good," said Rebecca, after a swallow. She wasn't kidding. She had shopped with Molly all around town to pick out her costume, and the quality Kit had for his was a far cry from the cheap plastic masks and flimsy costume fabrics found the department stores. It looked as much as she could expect as a real Aridian pharaoh popping out of his sarcophagus.

"Where did you guys ever find costumes like these?" she asked.

"This place Starrywood," said Baloo. "Boy, ya shoulda _seen_ some of the stuff they had! Some of the same stuff they use in pictures."

Rebecca looked at him like his brain had at some point crawled out of his flat green head and was vacationing in Bearmuda. " _Starrywood_? How much ―" She hesitated and bit her bottom lip, realizing what she was about to ask was really none of her business. She asked anyway, though softly in tone. "How much did all this cost?"

"Well, uh... it cost _some_ , but..." While Baloo stammered for an answer, Kit tugged the wrappings from his face. His gaze was low and sheepish, but Baloo wrapped a big monster glove over his shoulder, and prodded a smile out of him. "Hey, nothin' but the _best_ for the best. Right, Kit?"

"Right, Baloo."

For once, Rebecca understood Baloo... and that was scarier than their costumes. He said his payday advance was for a good cause, and all at once she wanted to scold him going broke again already, and also hug his green neck for being a sweetheart. At length she did neither, taking instead the neutral ground: business. "You guys aren't doing the delivery in those get-ups...?"

"Gah, Becky," scoffed Baloo. "Gimme _some_ credit. Who in their _right minds_ would go out to work dressed like this?"

"Well, I'm glad to hear ―"

Baloo brushed past her. "Ha, just kiddin'! Hope these monster mud-stompers don't scruff up the Sea Duck's floor. Let's fly, mummy-britches!"

* * *

"These directions are awful," griped Kit, looking over his map and a clipboard of their itinerary. He scratched his wrapped head, having loosened and pulled down the wrappings that were over his face to under his chin. The Sea Duck flew though a wooded valley over endless acres of golden brown orchards; Kit squinted out the windshield, and finally saw a clearing from the trees, where houses and farms were clustered together. "There's Wolfswood Grove. Now we're supposed to find... what, the house in the grass? _The_ house in the grass?"

Franken-Baloo shrugged his padded shoulders. "Forget the house, where'm I s'posed to _land_?" He circled the Sea Duck around the small village, searching for a clear area remotely sizable enough to accommodate a landing. "Rusty ol' place, ain't it?"

"There, I see it," said Kit, pointing out to starboard, where beyond the village and over a hill was a vast field of dry brush and golden-yellow grass. In the distance there was a lone log cabin, at the verge of a thick and twisted wood that bled darker shades of green into the broad valley beyond it. "I think that's the place. Go 'head and take her down, should be level enough to land."

It was a bumpy landing, the Sea Duck's wheels rolling at speed over tangles of brush and grassy knots, but they got her down safely nonetheless, stopping in the middle of the field between the village and the small, lonely hovel. Baloo jumped out of the plane first, and his heavy Frankenstein boots, with no thanks to his heavy everything else, plummeted into a soft patch of mud and got stuck instantly. "Whoa! A lil' help here, King Tutty ol' buddy?"

The mummy grabbed a leg at a time and pulled, with much effort got the big monster un-stuck. Those horror movie producers in Starrywood would've had conniption fits if they saw what their creatures were reduced to.

"Don't forget the candy bag," said Baloo, reaching back into the cockpit for it.

"Candy bag? But we're not gonna start now."

"You kiddin'? Did ya _see_ all the work they put into dressin' this place up? They turned it into a right Halloween haven, and we can't pass _that_ up. C'mon, let's just shimmy over an' take a look!"

Thus, Baloo led them on a trek over the hill and toward the village.

"Bu it's not even dark yet," said Kit. "Aren't we supposed to wait?"

"The early ghoul gets the candy, Kit-boy."

Crossing the threshold into the village, they had two very different outlooks on their rustic surroundings; Baloo excited, Kit suspicious, of he knew not what exactly, but just suspicious. There were several farms on the outskirts, then it was a circle of small, dilapidated houses of gray timber, with their doors closed and their windows shuttered. Unlike Cape Suzette, autumn made its presence robustly known here, where only a few brown leaves yet clung to the pale branches of otherwise bare and skeletal maple trees. It was quiet and still, gravely so, a chilled breeze kicking up dust from the rough, horse-trodden paths between buildings.

"This place gives me the creeps," Kit said.

"That's how ya know they did it right," said Baloo. "Look, there's a cart full of pumpkins, an' look, someone put out a black cat on that fence over there!"

"But those pumpkins don't have faces. And that's a _real_ cat."

Baloo gestured to the building at their left. "Wow, catch that fancy house with those tombstone get-ups!"

"That's a church," Kit pointed out, "and a _real_ graveyard."

"Ah-ha! We'll start at this place, right here." Baloo pointed to the house to their right, and at the long strands of garlic nailed all around the frame of the front door. "See? They put the garlic up to keep out _vampires,_ " he said with a wink. "Monsters and mummies are on the welcome list!"

"If you say so." Kit followed Baloo through a rickety wooden gate, to the stoop of the old house, and pulled the mummy wrappings over his face. "I still think it's too early. There's no one else out here."

"It's not like we're not dressed for it," said Baloo. He gave three hearty raps on the door, and stepped aside. "All right, Kit, yer up. Remember yer lines!"

"Uh... _you_ say it."

Latches could be heard unlocking from inside.

"Go go go!" Baloo whispered.

The door opened, only slightly. Kit held the burlap bag open. "Um, hi, uh... trick or treat?"

The door slammed, so hard that the sound alone sent Kit backpedaling into Baloo.

"What was _that_ about? What'd I do wrong?"

"I dunno," said a bemused Baloo. "Wait, I got it! I bet they went back to get their candy, 'cause they weren't expectin' trick-or-treatin' yet. Listen, here they come back!"

"So now what? Do I hafta say it again?"

"Wouldn't hurt."

The door creaked open once more. Kit stepped forward with the bag ready.

"Trick or ― yikes!"

What greeted them was the sharp prongs of a pitchfork.

"Git outta here, ya cursed vermin," grunted the one-toothed hog in overalls, taking pointed jabs at them. His sunken eyes under two bushy red brows were heavy with loathing.

"I saw 'em comin'!" cried another villager, running out of his house with his own pitchfork in hand. "They came from _her place_ , over the hill!"

Baloo and Kit couldn't begin to fathom what was going on, but in mere heartbeats more and more villagers had piled out from their ramshackle abodes, and there were two things immediately evident about these town folk: first, business for the local pitchfork dealership was gangbusters, and second, none of them were in the mood to receive trick-or-treaters.

"B-Baloo?" gulped Kit.

"I think we left somethin' in the plane, kiddo," he said shakily.

"Huh?"

"Our ticket outta here!"

They booked it, Baloo's heavy shoes clomping big dusty chunks out of the dirt path, and loose mummy wrappings flailing from Kit's back like pale streamers. They were pursued by a mad tide of overalls, raised pitchforks and angry shouts, all the way out of town, up the hill, and across the field of yellow grass. Once they reached the Sea Duck, Baloo hoisted Kit into the cockpit and then himself with all haste, and no sooner than he shut the door did a pitchfork clack against the window.

"They're surrounding us!" cried Kit. And they were, the Sea Duck was wreathed in clamor, pitchforks stabbing at her wings and fuselage.

"Hey! My plane ain't no baked potato! Knock that off! Git!" Baloo yanked on the steering yoke, and the ailerons on the left wing struck a few of them on the noggin and knocked them down. Others still used the plane as a pincushion. "That does it," seethed Baloo. "We can't just sit here and let 'em tear my plane apart!"

He flipped a few switches on the console, and the engines whirred to a mechanical pulse. He wrapped his hand firmly on the throttle, ready to rev up.

"But Baloo, they're too close!"

"Then they better get the message real quick to _back off!"_ He shouted that last bit through the window at the mob to his side. They weren't listening.

That's when they heard a shrill shriek, "Hii-YAA!" She came out of nowhere, scurrying into the fray in a black grown and wide brimmed black hat with a tall pointy top... and a broomstick, with which she seemingly had some sort of martial arts training. With ninja-like precision, the broom swung and twirled, jabbed and parried, thrust and _walloped_ , and the mob broke before her, scattering at once back to their village, screaming in terror. Then she waved merrily at the flight crew blinking bemusedly at her.

"Hello there! You must be the boys from Cape Suzette." She was short and mousey, about as tall as Kit, but almost as tall as Baloo if you counted the hat, under which she had big round ears folded under the brim, round black-rimmed spectacles, puffy cheeks around a beaming smile that had two big teeth in the middle and a rosy pink nose. "I'm Wendy!"

"What's goin' on?" asked Kit.

"Must be the customer." Baloo cut the engines and gestured for him to step out, and they did together, whilst Wendy rolled back a black sleeve and checked the watch on her wrist. An acute observer may have noticed the watch had 13 hours. She glanced at the time with a hint of disappointment.

"My tea leaf readings said that those guys should have chased you out of town an hour ago," she muttered. Had she known him better, she may have sensed the irony in Baloo being late for his own prophecy. Instead she blamed herself. "I knew it, should've stuck to the crystal ball."

"Hey, nice costume!" said Baloo, admiring her witch's attire.

"Oh! This old thing? Why, thank you! I wear it quite often."

"Ha! So does my boss!"

She looked up with bright eyes and regarded him cheerfully. The brim of her hat was well wide enough to be her umbrella on a rainy day. "So, _you're_ the one with the big Halloween imagination, eh? What a pleasure to meet you!"

"Well, I... wait, what?" Baloo looked at Kit, who shrugged at him.

"Let's get you boys on your way, shall we?" She gestured for them to follow her, whistling and carrying her broom over a shoulder, it swinging like the wagging tail of a happy puppy. They started for her cabin at the edge of the field. The sun was turning a deepening golden hue as the afternoon gave way to evening, and it had found a cloud to hide behind. The shadow of the the thick woods behind the humble abode reached out further into the field with each passing moment.

"Yeah, sooner the better," said Baloo. "No offense, of course. We just got ourselves big plans tonight."

"I understand completely!" squealed Wendy giddily. "You know what they say about Halloween. The early ghoul gets the candy!"

Baloo nudged Kit on the shoulder. "See? What'd I tell ya?"

"Yeah, I _saw_ ," said Kit. He looked back to where the villagers made their hasty retreat. "I just don't know about this trick-or-treating stuff, Baloo."

"Oh, dear, don't let those pea-brains turn you into a gloomy Gus on Halloween," said Wendy. "Hey, I know, try _my_ place!" She suddenly picked up speed and ran into her hovel, shutting the door behind her. "Go ahead!" she called out. "I love trick-or-treaters!"

"Gimme a break," Kit grumbled under his breath.

"Aw, go 'head, Lil' Britches. What'd ya got to lose?"

"It's just too silly now," he said.

" _Silly_ is sometimes the point," said Baloo. His warm smile utterly betrayed the monstrous visage that was his green, scarred, flat-headed alter-ego.

"All right," sighed Kit. They approached, the dusty wooden porch creaking under their feet. Conspicuous on either side of the door were two things: to the left, a wooden chest, proper buried treasure sized as a pirate worth his salt might deem, iron handles on the side and secured shut with a black iron padlock. To the right, a jack-o-lantern, a big one, with a gaping, toothy grin that was about wide enough to swallow a cub like Kit whole. The latter took Baloo's breath away. He _wanted_ one of those.

Kit knocked on the door twice, his wrapped knuckles barely touching it. It swung wide open.

"Ye-es?" asked Wendy. "Oh! Mr. Mummy, what brings you calling this fine day?"

From behind the mummy wraps hiding his face, Kit's eyes rolled and his face flushed warm. But, he went through with it, offering the potato-sack-turned-candy-bag. "Trick or treat," he mumbled.

"Trick... or _treat_? Oh, dear." Wendy stroked at her chin thoughtfully. "What a choice. Trick _or_ treat, hm. Yes, to trick or to treat, that _is_ the question! I do fancy a good trick now and then, but... oh shucks! Here you go!" With a wave of her hand over the bag, several pieces of candy fell inside. She must have had some hidden in her sleeve.

Kit blinked, for if his eyes didn't deceive him... he peered into the bag. "Chocolate Chip Peanut Butter Busters? Those are my favorite! Thanks, lady!" He reached in, grabbed a few, and gave one to Baloo. "Here, we'll split the loot."

"Right on!" cheered Franken-Baloo, and the two monsters slapped hands. While Kit stepped aside to snack on his spoils, Baloo turned to their customer. "Thanks," he said. "Believe it or not, that was his first Halloween take."

"I know," she nodded, with a wistful gaze at the pint-sized mummy.

"Huh?"

"I mean, _I know_ you'll have a wonderful time tonight. I'll tell you, there's _magic_ in Halloween. To make it real, sometimes all it takes is a Halloween wish. You don't know who, or _what_ , might be listening." She winked at him, and Baloo supposed she was just being friendly with a little encouragement for their holiday fun.

A cat, black as midnight with golden eyes, trotted onto the porch and greeted the visitors by meowing and nuzzling their shins, first around Baloo, then it took particular playful interest in the loose bandage ends dangling from Kit's costume. Kit laughed and let it chase him around.

"Hey, cute kitty. Huh, I coulda swore we saw one just like it back in Pitchfork City over there."

"Oh, you probably did," said Wendy. "He belongs to my sister, just here for a visit. He loves to get out and wander, the trouble-maker. And you could say he has a face that's... _familiar_." She started snickering and guffawing at herself, for what Baloo knew not. He just went along with it and laughed too.

That was when Wendy padded inside, and Baloo poked his head through the open doorway. The interior was aged, dusty and cluttered, but not in a slobbish fashion (he was, after all, an expert on that distinction). It was eccentric. Somehow it reminded him of his friend Buzz' engineering laboratory in Shere Khan's tower, minus perhaps a century of technology. There wasn't an electrical appliance anywhere. In the middle was hearth with a fat, empty cauldron hanging over cold firewood and ashes, and next to it was a table laden with piles of all sorts of weeds, leaves, roots, and toadstools of various size. A black spider was busy spinning a web in the top corner, and a bookshelf to the side went all the way to the ceiling, but it had no books; it had jars, jars of... _things_. Some of the things were floating in murky green liquid, vague shapes of small forest creatures. Others were filled or partially filled with what could at first glance be assumed kitchen ingredients, if such could categorize things like cockroach wings and spider legs, or glowworm guts and lizard tails. A skull lay one of the shelves there too, greeting him with big hollow eyes and a toothy grin.

As Baloo took it all in, a chill slithered down his back, and his knees felt weak. His mouth felt dry, and he bit his lip. What he was coming to realize made his heart flutter, even more so as he regarded the black outfit she was wearing. It all fell into place, beyond coincidence. He dared to ask her, but his voice started at a mere croak. "Sc-scuse me, lady?"

"Yes?"

"Boy oh boy... you do some _serious_ decoratin' for Halloween! That costume and... wow, where'd ya get all this spooky lookin' stuff?"

"Oh, you make me blush," she said sweetly. She tended to a glass alembic on a stand near a window, where it sat next to a crystal ball and slowly dripped green ooze into a pewter saucer. The sills of the few windows she had in there were full of candlesticks, black and red, unlit now but all melted to stubs from many an hour of use.

"So tell me," she said, after giving the saucer a stir with a wooden spoon. "I bet _you_ made a Halloween wish this year, didn't you?"

"Me? Why, I never thought makin' wishes was part of..." But it suddenly occurred to him, as he caught Kit in the corner of his eye. While also playing with the cat, the mummy was inquisitively inspecting the chest on the porch. "Ya know, actually... I sorta did."

"Oooh!" squealed Wendy. "What'd you wish for? Tell me, tell me!"

"Heh, I dunno. Aren't wishes s'posed to be kept secret?"

Wendy twitched her nose at him. There was something about the way she did that. "But you can tell _me_."

Yes he could, Baloo was somehow very inclined to agree. His grin was a bashful one. "Well, it's a long story, but..." He jerked his head, gesturing toward Kit out front. "I just wanna show the kid a good Halloween. The _best_ Halloween, one that he won't ever forget."

The witch dabbed an unseen tear behind her spectacles with her knuckle. "How sweet," she cooed. "And you made this by, what, a coin in a fountain?"

Baloo cocked his head at her. "Huh? No, can't say I did."

"Hmm... the first star at night?"

"I don't get ya," said Baloo.

Wendy snapped her fingers. "Ah! A candle, then. You blew one out after making your wish."

Baloo flinched, remembering. "Come to think of it, I did. How did you ― "

"You have to do _something_ to make your wish come true," explained Wendy. With a wink, she added, "You know, to get it through to the proper channels. And I really do believe _yours_ is going to come true." Then, from a pedestal made of a tree stump and stone slab, she took a thick, leather-bound book. "Now, a _great_ Halloween should be something of an adventure. Don't you agree?"

Baloo nodded, thrilled to have found a kindred Halloween spirit. "That's _exactly_ what I say!"

"I wonder what would be the _best_ Halloween would be, for a couple adventure-loving fly-boys like yourselves?"

"I don't know. I s'pose somethin' ya just don't forget."

"Ah! A _story_ to tell. A little danger, some excitement, and a little scare here and there, those wouldn't hurt." She covered her mouth to cover a squeak of a giggle. "If you're lucky."

"Hey, just as long as ya wind up with a mouthful of cavities after," said Baloo.

"Ah, _most_ importantly," agreed Wendy. "But a word of advice." She handed Baloo the old book and smirked. "Be careful what you wish for. This is the book I want delivered."

"Book? Wasn't it _books_?"

"Nope, just the one. Oh, it's been in the family for generations. I need it delivered to my sister's place tonight. Before midnight, please."

"Oh." Baloo frowned at it. One measly book, what a lousy thing to have to get pulled away from what otherwise would have been a day off, but now what could he do. Then he remembered something Rebecca had told him. "I don't mean to be pushy, but my boss said I gotta get paid up front."

"But of course! It's just outside."

Baloo looked at what she was referring to, the locked chest on the porch. "What's this?"

"Payment in full," said Wendy. "The key's at my sister's. You'll get it there. If you make it. But I'm sure you will! I _know_ you will. I have this bet against my sister, you see, so you have to."

"Now look, sis, I don't know about ―"

"Oh, play along for Halloween's sake, won't you?" She winked and twitched her nose at him, and Baloo was suddenly compelled to agree.

"Okey-dokey!" he said. "C'mon, mummy-britches, daylight's a-burnin'."

The black cat was on Kit's shoulders, batting at his ears. Kit set it down and scratched it under its chin. "Aww... sorry, kitty, gotta go." It meowed a goodbye and scurried to Wendy.

"What's with the chest?" Kit wanted to know, seeing Baloo start to drag it away on one end. Papa Bear gestured at the gal in the witch's costume, who twitched her nose at the kid.

"You'll see!"

"Oh, okay," blinked Kit. He and Baloo each hoisted an end of the chest and carried it to the Sea Duck. Wendy followed them.

"Feel free to browse through the book," she said. "It's full of fun, practically written for Halloween, you know. Full of ghosts and ghouls and... oh! But _do_ be careful if you read anything out loud."

"Why's that?" asked Baloo.

"It's an ongoing treatise originating in the 17th century exploring experimental trans-dimensional conjurations facilitated through ritualistic conduits and verbal incantations."

Baloo nodded. "Hm, one of _those_."

"It's a _spell book,_ dear." When the two bears gave her an incredulous glance, she smiled coyly. "You don't want to accidentally turn yourselves into toads, or do something rash like raise the dead. Raised dead are a _pickle_ , let me tell you."

Kit played along. "Sure, Baloo. Toads can't fly airplanes. We better be careful."

"Oh, right, right," nodded Baloo. Wendy waited from a distance while they put the chest in the back of the plane. Baloo said his goodbyes before closing the door. "Yer all right, lady. A real Halloween go-getter. You sure yer gonna be okay out here with those yahoos runnin' 'round with pitchforks?"

"Oh, they're harmless," assured Wendy. "It's just a little game we play. Bye now!"

In a moment, monster and mummy took their seats and the Sea Duck's engines revved and roared, the yellow grass bending low and away from the spinning propellers.

"Have a good adventure, boys!" shouted Wendy's squeaky voice, barely audible over the noise. "Mind the bookmark if you need help!"

"What'd she say?" asked Kit. It was futile to try to listen to her, so he waved goodbye out the window. The takeoff was as bumpy as the landing, running the entire length of the grassy field, and the plane leapt skyward over the village of Wolfswood Grove.

"Not much to come all the way out here for, but I _like_ that gal," remarked Baloo.

"You know what Miz Cunningham says," said Kit. "We go for the dough." His lips smacked as he chewed on the last Chocolate Chip Peanut Butter Buster. Good as they were, they were only bite-sized, and when he looked at the size of the burlap bag, he thought of the task before them. "You really think we can fill this bag up tonight?"

"We're sure gonna _ghost_ for it. Ha!"

* * *

The autumn evening cut early into the day, and sunset was behind them as the Sea Duck soared eastbound toward the little speck on the map called Widow's Willow. Over a sprawling forest, mighty and robust conifers reached up to dare touch the plane with green fingers, standing tall over golden carpets of dead needles. The horizon ahead was deepening into purple, scattered with pink clouds. Kit spied a river with a long bend from the south, in parts lit up fiery by the bowing sun. By that, he checked a map and knew exactly where they were.

"Mummy to monster: we're about an hour from Widow's Willow," he announced. "That puts us back home around seven thirty." He put the map in the glove box and smirked at the pilot. "Unless we go faster."

"Monster to mummy: roger that!" They'd burn fuel faster, but that was an expense the pilot was glad to take today (it was out of the boss-lady's pocket, anyway). Baloo cranked up the throttle and the Sea Duck pushed ahead, engines roaring, but also emitting a brief sputter that was akin to an ill cough. "Huh. That doesn't sound good." He teased pulling back the throttle to where it was before, but as the sputtering subsided, he left it be, and their speed accelerated.

"Probably just a burp," said Kit, who had put the map away and hopped over his seat.

"Where ya goin'?"

"I wanna see that book," said Kit. It was resting on a spare chair with the other clutter in the back. He brought it back into the cockpit and sat down with it. Its size was cumbersome on his lap. "The lady said it was practically written for Halloween. I wonder if there's any ghost stories in it?"

"Just remember what she said about bein' careful," said Baloo.

"Don't worry, I won't turn us into toads," grinned Kit. "It's an _old_ book, that's for sure. She joked that it was a spell book, but gosh, the outside does look all ― I dunno ― magicy?"

The cover was hard and leathery, embossed with the image of an eye inside a pentagram, and each arm of the five-pointed star had inside it an odd-shaped mark, like a letter, but of what he certainly could not discern. The pages were browned and crinkly, heavy with black ink, and _what_ ink. Letters were penned by old fashioned quills by the looks of them, in calligraphic shapes, and some of the writing was in different languages. Kit flipped the pages over gingerly, for they felt thin enough to tear easily. His curiosity was rewarded inasmuch to help set the mood for Halloween spookiness; there was a set of pages with strange, ornate star-like diagrams and detailed drawings of devilish creatures that made nightmares of dreams... here a skeleton clawing itself out of its cold grave, then on the next page, a winged bat-like devil brooding amidst a pool of fire in a stark monochromatic contrast of ink and paper. There were several other images just as gruesome, and the last one, one that preceded several blank pages (perhaps space to add more drawings over time), really caught his attention, in that it reminded him of Baloo's ghost story on the dock; it was phantom drawn of sinewy, dark lines that outlined a thin figure, and for a head it had a flaming jack-o-lantern, grinning with devilish delight. There was also something different about it, the ink was not so faded in appearance. It looked relatively fresh, as if added in recently.

Frankly, it was just as cool as the slimy, tentacled aliens he read about in his Space Riders comic books.

"Awesome. Baloo, you'd get a kick outta some of this. It's got a bunch of..." He flipped a page, and what he saw next took him aback. "... recipes?"

"That big ol' thing's a cook book?"

"I... don't know," said Kit, his brow furrowed at what he read as the notes before him, written over the sketched image of a boiling cauldron. "Six frog toes, two claws of a bat, slime of a snail, one eye of a cat... _yuck_. I'd rather eat anchovies."

Then he turned to where the client had placed a strand of black cloth as a bookmark. For consideration he was careful to keep it in its place. It began a section entitled _Hauntings_ , which at first glance seemed promising for perhaps a ghost story, but it was nothing of the sort. Instead, it was entirely lecture-like, large blocks of hand-written text with no images, discussing the dearly not-quite-departed who may linger upon the earthy realm, and theories on how they might be evicted. Some of the word and phrases in different sentences stood out amongst the rest, bolded thick for emphasis, such as _restless_ , _righted wrong_ , and _missing possession_ , among others. Kit flipped through it quickly, finding it disappointingly boring, only taking into interest that whoever wrote this book so long ago seemed to actually believe in this stuff. In that context, the book seemed more fun, especially the creepy drawings. People back in the day must have been incredibly superstitious, he reasoned, and just didn't know that there were no such things as ghosts.

Next he found a page with one word that preceded the following section, as if a title. The word was in large, ornate calligraphic lettering.

"Sum... summoning," Kit read aloud.

"Sounds like math," remarked Baloo.

"Yeah, but it's a bunch of rhymes. Some more drawings, too." One of the drawings was a rendering of a black cloud with thunderbolts spewing from it. Underneath it was written a short rhyme, which Kit glanced over a few times before reading it out loud, just to give an example to Baloo:

 _Sky and storm,  
Over, under,  
Hither now  
Roar of thunder_

Baloo yawned, stretching his arms over his head. "Well, if ya see anything about guy from Nantucket, that's _not_ for your eyes."

Suddenly a huge crash of thunder rolled through the sky, making Kit and Baloo jump in their seats. It had sprung on them without warning. The golden light of the setting sun was almost instantly snuffed behind a veil of a stormclouds, and the forested valley below them fell into darkness.

"Whoa!" shouted Baloo. "Never even saw a storm comin', did you?"

"Nuh-uh." Kit clasped his hands over his pounding heart. Then he laughed at it all. "I guess it's okay to have a scare on Halloween, right?"

"That's the spirit," nodded Baloo, though he regarded what he saw through the windshield worriedly as rain pelted the glass, and lightning flashed in the sudden darkness. _I must've been daydreamin'... a storm like this ya oughta see comin' for miles. Better snap out of it._

"Hey, did you notice that?" asked Kit excitedly. "Right after I said thunder, _boom_ , there it was!"

"Huh! Why don'tcha test yer luck and say somethin' about a big pile of money?"

"I wish."

"Ya know, somethin' don't feel right," said Baloo, glancing bemusedly around the cockpit. He couldn't figure out what it was, but the plane was telling him something. He could _feel_ it. The engines were giving him odd vibrations in the flight yoke, and there was something else, but difficult to say. He wobbled the steering yoke up and down, and the Sea Duck wobbled in like response.

"What is it?"

"The ol' girl's lost a lot of weight," realized Baloo. When he moved the yoke, the plane moved more nimbly than it should have. Then he saw it on the console, the needle on the fuel gauge. Alarmed, he flicked it with his finger. "What the...?"

"What?"

"We're runnin' outta gas!" said Baloo. "Somethin's wrong." He looked out the window, to the left engine, but saw nothing amiss. "Kit, check your side."

Kit did so. "Uh-oh. We got a leak! Starboard wing!"

"A _leak_?"

"Those pitchforks," said Kit. "They must've got us just right!"

"How bad is it?"

"Aw, no," Kit groaned. "It's pourin' pretty good out of engine two, all this time, too. They got it right under the cowl. We shoulda noticed it before we took off. Better shut it down, Baloo. We're lucky it didn't catch a spark!"

"Just _great_ ," fumed Baloo. "Check yer map, find us the nearest place to stop, or we're not gonna have enough gas to get home. We gotta this fixed double A-sap. Hold on tight for a sec!" A flip of few switches on the console, and the right engine was turned off, protesting with a sputter before its power was choked away. The Sea Duck dipped and wobbled lopsidedly in the sudden loss of strength, and Baloo had to wrestle the stick and rudder to bring and keep her level. As what happens when you cut half of your engines, the plane was now only mustering about half its speed.

Meahwhile, Kit sprawled his map over his lap, tucking the leather-bound book beside him, and scanned with his finger over the various latitudes and longitudes surrounding them. They were very vacant latitudes and longitudes. "I don't see _anything_ around here," he said, squeaky with panic. Then his finger stopped at a particular place. "Unless... there! A landing strip, a town called Drowsy Dale. Stay eastbound, go zero-eight-zero degrees, about thirty-five, forty miles."

"Drowsy Dale? Don't sound like a place to get a fuel leak fixed."

"It sounds like the _only_ place," said Kit. "I'm lookin' all over, there's nothing out here but woods."

"Well look some more. Can't you find us somewhere else to land?"

Annoyed, Kit turned the map to show him that indeed, they were smack in the middle of nowhere. "Yeah! We could land in the river and float to the ocean. Then we could _sail_ back to Cape Suzette."

Kit sometimes had a knack when it came to putting things into perspective, especially when it involved arguing with the navigator. "All right, all right, I got yer point. Sorry." Lots of times Baloo was able to steer the Sea Duck with one finger, even one toe, but now it was a laborious task that kept both his hands on the yoke, making persistent adjustments as he nudged the nose toward their new course and worked to keep it steady there.

"That's rotten luck," said Kit, haphazardly folding the map and stuffing it in the glove box. "We're not gonna be back home in time to do _anything_."

"Don't you worry 'bout that," assured Baloo. "All we gotta do is get it get some patchin' done right quick, get a lil' gas, then once we get our engine back, boy are we gonna _fly_."

"But how long will it take to get it fixed?"

"Hey, we're _goin_ ' trick-or-treatin'," said Baloo, his gloved green, hairy fists tightened adamantly around the flight yoke. "We're gonna get more candy than you'll know what to do with. Cross this monster's stitched-up heart."

Kit believed that about as much as he believed in the tooth fairy, and he saw even Franken-Baloo was now biting his lip worriedly, and not quite believing his own promises. He wasn't going to argue the point, though; all the money and excitement the big guy had expended over this Halloween business, he felt bad for him most of all. If Baloo _wanted_ him to believe their plans weren't ruined... well, he was going to try.

Instead of worrying about all could go wrong, Kit flipped a few pages of the big book. _Ghosts and ghouls_ , said the lady in the witch's costume, maybe he could find something Halloween-ish to share and lighten the mood. More rhymes followed, each of them he found strange, for they were lonely stanzas without context. Of course, there were plenty of old rhymes out there that didn't make sense: why did that old woman live in a shoe? And what was the deal with the egg sitting on that wall? The rhymes in this book, however, told no stories, nor jokes nor witty proverbs. One caught his eye because it was surrounded by etchings of black wings. He read it aloud:

 _Black as midnight  
The feathered wind blows,  
Flock to my voice  
A murder of crows_

"Murdering crows?" he wondered afterward. "Ew."

"Look out!" gasped Baloo. It came out of nowhere from the dark clouds, a black mist closing in on them, swirling, churning, _flapping_... feathers and beaks darted over, under, and beside the plane's windows, and the sound, deafening and blood-curdling: _Caw caw caw! Caw caw!_ There were dozens, hundreds, maybe _thousands._ Thunder growled from their wings.

Kit ducked in his seat for cover, fearing they were going to burst through the windshield. He cried out, but the noise drowned out his voice: _Caw caw! Caw!_

Then they were gone, leaving the cockpit silent. Kit dared to peek over his arms. When Baloo caught his breath, he snapped his fingers in front of his eyes to make sure he wasn't going blind. "I never even saw 'em! They just turned up outta nowhere!"

"Maybe... maybe the storm scared them?" offered Kit uncertainly. "So they all took off at once?"

"I dunno about _them_ gettin' scared, but _yeesh_ ," huffed Baloo. He glanced out at the left wing. The engine was clean. "How's the prop on your side?"

Kit checked. Rain sleeked the wing, mixing with a trail of fuel that dripped from the engine cowling in long, dotted lines, but it was clean. "They didn't touch it." He grimaced at the mess of pureed bird guts that could've been splattered about.

"At least that's goin' for us," sighed Franken-Baloo, scratching at the sweat balling up where his flat-headed top met his fur. A pall suddenly washed over his face, and it was more than the green makeup brushed in there. "Hey... how come those birds showed up right when you said _crows_?"

Kit's first reaction was to call him crazy, but... he was right. Puzzled, and with more than a little apprehension, Kit beheld the book in his lap. It had to be a cosmic coincidence, he thought. The lady in the witch costume was just kidding, having some Halloween fun... but then again... what if?

He glanced to his left and caught Baloo giving it the same hard, apprehensive stare. But then the big guy laughed at the thought. "Nah," he said.

"Nah," agreed Kit.

"Gotta hand it to that lady," said Baloo, "playin' our heads like that by callin' it a spell book. I bet she hoped we'd look at some of it and start thinkin' everything we see was 'cause of some spooky ol' spell."

"Yeah," said Kit. "A spell book. Ha!"

They shared a chuckle over such nonsense.

"So... what kind of book would you say it is?" asked Kit.

"What, yer askin' me? You're the one readin' it."

"I really don't know," said Kit. "It's old, that's for sure. It's got weird and scary stuff in it, but not really any stories. It's like a journal, I guess. You know what, my teacher said that people used to think headaches were caused by demons trapped in your skull. Nothin' to do with Halloween, either, it was just every-day stuff that they thought about. Maybe writing about that type of spooky stuff made better sense a hundred years ago. They were a lot more superstitious." He smiled as he imagined the power in his paws. "Boy, what if it _was_ a spell book, though? A real one. Hey, what if those awful recipes were magic potions or some sort of witch's brew?"

Baloo was about to mention that all that stuff was just pretend, but Kit would have probably taken offense and told him he _knew_ that, and stopped playing in all the ghostly possibilities. It seemed like a cruel thing to do to a kid's imagination on Halloween. But then, Kit became quiet as he perused over one particular page. When Baloo glanced over, he saw the kid's finger stuck over a verse of four handwritten lines, probably another nonsensical rhyme.

With goose bumps making the fur on his neck tingle, Kit leaned forward and looked out the windshield, then scanned the distance from his seat to the horizon through the side window. When he was sure there was nothing else going to spring up in the sky to surprise them, he inwardly dared himself to read the verse aloud, and did:

 _Deathly chime,  
Spirits respond,  
Toll the knell  
From the world beyond_

"Ugh," cringed Baloo. "That's one poet that needed a puppy."

Kit was biting his bottom lip, then smiled ruefully at the pilot. "Nothing happened."

"What'd ya think was gonna ―"

 _*Dong!*_

The sound boomed from the very air between them, a deep knell reverberating in a cold, iron tone. Baloo and Kit screamed, and then screamed more as as the sudden shock made Baloo lose his grip on the yoke, and the Sea Duck took a roll downward, the forest through the windshield rising up quick in spinning green spires. When he finally wrangled the plane to a level course, cropping the tips of a dozen pines, green sweat dripped down his painted face.

"Okay, Baloo, _very_ funny!" seethed Kit. His fingers were dug so tight into the armrests that he had to pluck his hands free.

"Don't even _try_ givin' me that guava!" Baloo pointed at Kit angrily. "That was _you_. Some joke, kid. Ya 'bout put my ticker through the wringer."

"You see any _bells_ on me?"

"You see any on _me_?"

They shared a grim-faced look at each other, then at the book, which had fallen on the floor between them, its pages open on the black cloth bookmark.

Kit scooted far back into his seat as if fearing the book was going to run up his leg like a rat. "What the heck _is_ that thing?"

"Now look," Baloo said, after a long swallow. "There's... there's a perfectly good explanation, even if we don't know what it is right away. Now think about it. We got bad weather, the Sea Duck's got some holes in her, an' she's pullin' double-duty on one wing, an'... things can just happen. Ya know, _mechanical_ things."

"I've never heard a plane make a noise like _that_ before. It was right here, too, next to us! I could swear it!"

"If I only had a dime for every time this plane surprised me," said Baloo. With heavy breaths, he regained some measure of calm. "We'll just have Wildcat take a good look at everything when we get home."

Kit scratched at the wrappings covering the back of his neck. "Whatever you say. But I'm _done_ with that book."

"Yeah. I think that's a good idea."

* * *

As the hour of twilight set, the sky opened and a dark blue-gray gloam shone betwixt fingers of the scattering stormclouds, saturating the forest into vague, rolling dark green shapes, and the Sea Duck swooped low upon the meager village called Drowsy Dale. From above, it was a bowl-shaped cluster of slanted, tarred rooftops cut out from the lap of a wide, forested valley. The surrounding trees encroached so tightly that it was hard to tell where any boundaries were. There was no glow of lamps, no streaks of smoke from the chimneys. The forest was so thick that the only ground they could see from above was the clearing of the landing strip itself. As far as landing strips went, it was a short one, and wanting of maintenance.

Closer to the ground, the sight of the village was even less promising than its name inferred. Dark and droopy trees walled in most of it, including the landing strip, which was all but a dirt strip with bunches of grass growing long from its ruts. There were four hangars lined up alongside of it, but they were dark, as was a mechanic's shop at the end of the line, two by fours haphazardly nailed to the windows.

It was a hard landing, the Sea Duck wobbling on one engine as she touched down, her landing gear kicking up mud and carving fresh ruts. Kit and Baloo frowned at each other before the Sea Duck even came to a stop. The place looked abandoned.

"I didn't know," said Kit apologetically. "But there was really nowhere else for us to go."

"I know," sighed Baloo. "C'mon, let's look. I saw planes in a couple of them hangars, there's gotta be _somebody_ here."

Franken-Baloo's monster boots hit the ground with a hard and muddy _whomp._ The ground was damp and the air smelled of freshly fallen rain befouled with a overbearing moldiness. He left his monster gloves inside and stomped around the plane to see the damage to the starboard wing. The leak was coming from the engine cowling, and wasted drops continued to drip steadily. Kit came behind him and gave him a screwdriver taken from a spare tool-set they kept in a box, which consisted of the screwdriver, a frayed wooden mallet, a spoon, a wrench, two feet of knotted fishing line, a ball of twine the size of a bowling ball, a bladed can opener, a handful of nuts and bolts, three bent nails and a paperclip. When Wildcat was on board, that was really all he needed to fix any emergency. Alas...

"Rats," grumbled Baloo. He had pried open a bottom panel from the cowling, it pierced with three holes appropriately sized for a pitchfork, and found inside the same three piercings in a rubber tube that pumped the fuel from the wing to the engine. He stepped back and gave it a hard look, rubbing his chin thoughtfully... and in doing so, that was pretty much the entire expanse of his fix-it know-how for this kind of problem.

"What'll we do?" asked Kit. Wasted fuel dripped, dripped, dripped...

Baloo, being a bear of action and decision where others were uncertain, plugged the holes with his fingers.

Kit raised an eyebrow at him in a look that said, _Seriously?_

"Well unless ya got any better ideas, go see if ya can find someone to help us out."

The pint-sized mummy went to do so, but the aviation buff in his embalmed soul got the better of him, as inside the first hangar next to the mechanic's shop was a genuine Longspit Llama, a biplane flown by aces in the Great War. Planes of its like were museum attractions now, but this one wasn't some polished and refurbished showpiece, this was the real deal, all original pieces and parts. It was rotted and ragged, dented and scarred, crowded by weeds, and the fabric covering the fuselage was a tattered mess. But, the way its nose tilted upward, snarling with engine pistons and exhaust pipes bending behind the propeller, it seemed proud to have served, and poised with mean dogfight still left in it, an aging guardian ever watchful of the skyline above the trees before it. Kit felt _bad_ for it, seeing it dying of loneliness and neglect. He put his hand on the propeller, as if he could offer it some consolation, and found it was stuck solid with rust, having not seen a drop of oil in ages. Kit wondered how anyone could have just left it there to ―

"A-hem!" coughed Baloo.

"Oh, right." Outside the hangar, Kit found the door to the mechanic's shop locked. He knocked and cried _hello_ , but to no answer. Through the ample slats between the boards on the windows, there were no lights to be seen from inside. So, he went around, which was no easy task. A narrow path between the shop and the hangar was thick with overgrowth, and he had to push his way through obstinate bushes and brush away strands of moss hanging from the eaves.

While he was gone, Baloo shifted his weight from one foot to another, then again moments later, then again. "Ki-it!" he called out, after the kid was away for too long. He had gone through the entire tune of No Banana Boogie Woogie Blues twice, and uneasily so. A symphony from Mother Nature murmured from the forest at large, the rustle of the trees, and creatures unseen chirping, hooting, croaking, and some, if he wasn't mistaken, howling. "Hey, Lil' Britches! Where ya at?"

He heard a lock rattle from the door of the mechanic's shop. "Kit? That you?" There was no answer, but the door rattled and shook. Baloo's mouth tightened. "Uh, Kit?" _Rattle rattle_ went the door, harder and noisier.

Finally, the door creaked open, and from the shadows Kit stepped out.

Baloo exhaled, then gave the boy a scolding scowl. " _Answer_ me next time, will ya?"

Kit was speechless, though, and his eyes like saucers, making his face seemed as pale as the mummy wrapping pulled under his chin. "You should see this," is all he said.

"What? Is there anybody here or not?"

Kit choked on an answer, a small sound rattling in his throat. Baloo thought it was a pretty simple question, straightforward as they come, but you'd think someone had just asked the kid to explain the Pythagorean theorem.

"Just come look," Kit finally said.

"I'm a little _busy_ right now," said Baloo. "What is it?"

Kit retreated into the shop and came back out dragging a tin tub, which he set below the Sea Duck's wing to catch the drips. Without further words, he went back toward the shop, and turned to Baloo to see if he was going to follow. Baloo did.

The mechanic's shop was laden with cobwebs, but some dust-covered tools still remained on the walls and shelves. Spare propellers were stacked upright and leaning against one corner. A cash register on a counter was left open and empty, and next to it was a stack of newspapers. Kit took one from the top and showed it to Baloo.

"Wait, check this out first," he said. It was the _Tribune_ from Cape Suzette, which in their present neck of the woods was still the nearest city. "Look at the front page, the headline. These papers are stacked here like they were just delivered yesterday, but the headline's about Shere Khan breaking ground on his new skyscraper, _Khan Tower_."

"Khan Tower... but that was some years ago," said Baloo.

Kit pointed to the date at the top of the page. "Try _ten_ years. These newspapers were left here. This whole place... it's been deserted all this time."

"Now, kid, let's not go jumpin' to ―"

" _No_ , Baloo," insisted Kit. He pointed to the opened back door. "Something _happened_ here. Something awful."

The termite-feasted floor sunk under Baloo's steps, and his boots made loud clomping sounds as he plodded through the dimness. Kit pulled the door all the way open ahead of him. Outside, a grim, black road stretched before them. In great contrast to the tall grass surrounding it, it started out mere yards from the shop, a bare chunk of earth concaved like a crater, then stretching away toward the village, and _through_ the village.

The remaining twilight glowing overhead and through the gnarled fingers of mossy trees showed that the village of Drowsy Dale was cloven in two, a mighty scar dug deep through the middle. In that black scar, grass and shrubbery dared not to sprout where homes had been razed; chimney pieces, dishware, toys and other household clutter were still scattered about, recognized by their dirt-covered shapes.

Some of the buildings at either side of scar's edge were ripped apart, their halves outside the scar left standing, and what was inside the scar was all but disintegrated into splinters. With their walls missing, they were like life-sized dollhouses, furnished exhibits of bygone ordinary lives once lived and now gone to rot: portraits were hung on walls of shredded wallpaper, soft chairs soiled in animal filth were huddled around hearths, beds had moldy blankets pulled taut between chewed up bedposts, and thick, gnarled tree roots thrived through the floors and snaked out under tattered rugs.

Though time had left its ruinous mark, standing there looking at those broken buildings was like being there the very day they were abandoned.

The end of the scar was the far end of the village, ending abruptly in a wall of trees and overgrowth. There, the grim story was told in a mere glimpse, for nestled before the trees lay what remained of an airplane's nose, its shape similar to a boat prow, upside-down and a warped mess, torn and frayed into twisted metal scraps. The shapes of mud-covered mechanical pieces and debris lay thickest in the scar there. Next to a crushed wheel from the landing gear, a lone blade from a broken propeller was left standing vertically in the soil, its clouded metal finish dark and chewed with corrosion. An entire wing was half-hidden among the encroaching conifers, caught vertically and crumpled amidst their boughs. The rest of the plane faded into the dirt in bits and pieces, most none larger than a fist.

There were other buildings that were wholly in tact, clustered close together inside an overbearing forest wall. Most of them were humble dwellings, some of them with two stories, faintly defined dirt roads separating them in a few small groups; some of them were paired with horse stables with old, rotted hay stacked in gray bales. Also, to tell by the signs posted above their stoops, there was a barber shop and a food market, opposite of each other across a muddy path. In common with mechanic's shop at the airstrip, the windows of all were either shuttered or simply dark as pitch through clouded, often cracked glass.

Baloo turned in a slow circle, mouth open as he took in the utter abandonment of this place. Kit gestured for him to look toward an oak tree with broad, fanning branches of brown leaves, from where an owl could be heard. Underneath it was a large mound of black dirt and rock, where dozens of crosses made of nailed wooden planks were staked.

"A plane wreck wiped this place out," said Kit. "The survivors here must have just... left." After having to pile up their dead, he meant to say.

Facing the knoll of crosses, they both went to remove their hats before they realized they were not wearing them. They were in awkward attire to pay respects, Baloo thought, but it seemed appropriate to give the departed a moment.

Kit piped up, but quietly, so not disturb... well, anyone. "Think anyone knows what's here?"

"Don't know. I sure didn't." Baloo could hear the kid swallow. He drew him to his side and squeezed his shoulder. "We better get the flashlights out. We gotta find a way to fix the Duck."

Kit nodded, and they stepped lightly through the scar, toward the landing strip.

"I know that plane," Kit said solemnly. He dug in his memory for all the bits of trivia he could recall, if just to stop thinking about the people who were under those crosses, and the people who had to leave them there. "A Bluefeather F-2 Flying Fowl... sometimes they called it the Metal Mallard, because it was made out of aluminum, and most planes back then were mostly made out of wood. It had two engines, just like the Sea Duck, but it needed a long runway to take off, and it had problems with rust because its... Baloo..." He turned back, the grim scene drawing his eyes to stare at it as compass needle is pulled to point north. "What could make a pilot _crash_ like that? The runway was right there."

"All sorts of things can go wrong," said Baloo, gently nudging Kit along to keep walking. "Sometimes, ya just don't know which way is up."

Kit inhaled sharply though his teeth. "It's cold here."

"Yeah. I know."

Moments later, they had taken flashlights from the Sea Duck and scoured the abandoned mechanic's shop for anything of use. Shadows grew, shrank, and bounced hurriedly from the walls like scurrying imps jumping from corner to corner as they swept the lights over the furniture and fixtures. If they needed nails and hammers of different sizes, they had them. An old spare engine, cylindrical, bare and mechanically skeletal in its pistons and coils, was also uselessly at their disposal. Shovels and spades, too, an empty lunch pail, and a big round copper teakettle on a black iron stove. So far they could do a little gardening and boil water, but nothing much to keep the Sea Duck's wound from bleeding.

"We _could_ try to make it on one engine," suggested Kit. "Don't know if we have the gas for it, though."

"Nah, she'd be too slow gettin' home," said Baloo. "Besides, a short runway like that and she wouldn't get off the ground with just the one. We gotta patch that leak and make it work, and make it quick, too. I wish Wildcat were here, he'd know how. Gotta look around and _think_ , mummy-britches."

"Well, I found a rusty ol' saw. Maybe if we found another tube, we could cut out the old one and ―"

Baloo shuddered so audibly that it made Kit start. "Hey, that's my _baby_ yer talkin' about operatin' on!"

"Oh, come on. It's gotta be replaced anyway."

"Just nevermind that and keep lookin'."

So, Kit kept looking, kept thinking. A thought occurred to him when he went to scratch his chin. "Wait, I got it! Right under my nose, too. See?"

Baloo cast his flashlight at Kit, confused. "See what?"

"See me!" said Kit. He began to undress the wrappings around his head. "I'm practically a walking roll of bandages. We could use some of these to tie up ―"

"Whoa, nothin' doin'," said Baloo. "Yer gonna need that outfit for later."

" _Still_?"

"I told ya, we're _goin'_ trick-or-treatin'. We'll figure somethin' out."

"Baloo, be real for a minute," scoffed Kit. "I saw the gas needle when we got out. Even after we fix the leak, _if_ we get it fixed, a good tailwind would only get us _almost_ home. And what about the delivery? That's even more out of our way."

"We'll make do," insisted Baloo.

Cloudkicker kicked a cloud of dust as his foot swiped over the floor. Baloo was just being naive now. Out of spite, he was tempted to tear out of his costume anyway. What was the point? When his flashlight spotted Franken-Baloo, half the room drowned in a monstrous broad-shouldered shadow, and he was searching seriously and intently through the clutter in his green greasepainted face and flat rubber head, clomping around aimlessly in those big heavy black boots.

He looked ridiculous, thought Kit. This was no time for games. They were stuck there, alone, for who knew how long, with a bunch of dead people buried in the dirt outside, and they were dressed up to play pretend like little kids. He set down his flashlight and the mummy wraps began to unwind.

"Hey, what're ya doin'?"

"What it looks like I'm doin'," said Kit. "We got work to do. I told you, we can use part of my costume to tie off the leak."

"Yeah, but Lil' Britches! Ya don't hafta ―"

"Halloween's _over_ ," said Kit.

"It is not!"

"How isn't it?" snapped Kit. He was on the verge of telling Baloo to _grow up_ , but choked back that remark. "Look at the time! Look at _this place_."

Baloo was quiet, his flashlight hanging loosely in his hand and shining on his boots. Kit couldn't see his face, just his hunched silhouette against the moonbeams leaking through the slats of a boarded window. At length, he spoke, "I just... wanna give it a chance."

Kit didn't have to see Baloo's face to _see_ it... he knew, he saw it that time Baloo had dressed up in an even more ridiculous and downright outrageous outfit, when he donned a rocket-pack and metal helm and went zipping disastrously through Cape Suzette as Bullethead Baloo to impress him. When he chewed Baloo out for embarrassing him in front of his friends, the big guy drooped over with a frown of sheer let-down. He was doing it again.

Then Kit considered the costume he in the middle of peeling off, and paused. His pal had paid a pretty penny for those Starrywood mummy digs; Baloo had done a lot, come to think of it, in hopes of an unforgettable night full of fun, costumes, and candy, just the two of them. Feeling guilty then, Kit pulled his costume back in place.

"Yer right," Baloo sighed. "It's just not fun anymore. Aw, it's itchin' like crazy anyhow." He went to rip off his fake flattened cranium, but Kit shouted at him.

"Wait!"

"What?"

"You can't do that," said Kit. "That green get-up was a big pain in the neck to put on right. Remember how long it took? I guess we should _maybe_ keep the costumes on. Just in case."

"Heh. Yer all right, kiddo, but I know yer puttin' me on. It _is_ time to be real. I've been draggin' ya into trick-or-treatin' 'cause it was what _I_ loved to do. Me an' my Uncle Moe had the time of our lives doin' this, an'..." His voice trailed. "I thought if I could give ya a lil' push, you'd feel just like I did. But I guess I was doin' it more for me."

"Well, as long as we're being real," said Kit with some hesitation, watching his tow as he drew it sheepishly in a half-circle over the floor, "what if I _did_ always wanna wear a costume and go trick-or-treating?"

"Really?"

"I tried it once," shrugged Kit, considering with some ruefulness that this was hardly the place for story-telling, but Baloo was listening patiently, waiting. He went ahead with it: "When I was hangin' out in airfield and hangars. I hardly went out to places, y'know, like neighborhoods, but when I was at this one town, it was Halloween, and I thought I'd give it a shot. I figured, why not, maybe they'd think I was dressed up as a hobo." While Kit allowed himself to smile at that, Baloo did not. "I found this one street, lots of houses. All these families were walkin' around, with the kids dressed like ghosts and witches, and it looked like _fun_. So I went up to a house and knocked on the door. I didn't have anything like a bag or a bucket, so I just held out my hands. The guy who answered, I don't know who he was but I know he was a cop. I kinda ran into him once or twice before. He must've recognized me, 'cause he asked me where my parents were, and I got scared and ran." Kit shrugged again, having nothing more to add.

The silence that ensued was awkward. Kit, realizing that was really a bummer of a tale, pretended not to be embarrassed and resumed glancing around the shop for items of use. But the long, quiet moment was most awkward for Baloo, who stood there with his chin low and mouth half open, because his heart had _lots_ to say, but his brain could not put the words together. Absentmindedly, he wrung his fingers, the beam of his flashlight shining in his face. Up his nose, to be precise.

He took a timid step towards Kit, his boot not-so-timidly going _clomp_. "Lil' Britches?"

"Yeah?" replied Kit, as nonchalant as could be.

"Well... does it _still_ look like fun?"

Puppy dog eyes coming from a Frankenstein monster. It was so comically gruesome that Kit couldn't help but snicker at him. "It does with you."

A chuckle rose from Baloo, softly at first, then heartily. He left his flattop on right where it was. "Kit, ya know how to warm a monster's heart. I guess I can scratch my head tomorrow."

"But the sun's down already," frowned Kit. "Even if we left right now, it's gonna be late by the time we get back home. People probably aren't gonna be up."

"Don't you worry," said Baloo. "I just got somethin' in my gut that tells me an' you are gonna have the time of our lives tonight, and the _big guy's_ never wrong about those things."

"Probably this morning's cornflakes." Back to the task at hand, and a jollier mood all around, Kit went behind the register counter and knelt down at the shelves. "Hey, we got some old rags over here." He shook one out and sneezed for the dust in his face. "I guess we could tie _these_ into knots over the holes, right?"

"Good! It's a start, but the gas'll soak through. You had it right, if the fumes catch a spark, we might have ourselves a real hot time." Baloo accidentally backed into and toppled a standing shelf full of oil tins once for sale, and they crashed over the floor with a noisy tin clamor that made Kit jump. "Shoot! There's gotta be _somethin'_ here! What about tape? Any of that lyin' around?"

"Nope."

"Corks?"

"Lemme check the wine cellar. That's a negative on the corks. Hey, lookit this!" Kit stood up from behind the register, and set down too colorful paper boxes upon it, one printed with yellow lemons and one with bright green mint leaves. He chortled halfheartedly at the irony. "It's candy. Looks we got our Halloween loot anyway." He took a small bag from the yellow box and tossed it at Baloo, who caught it with one hand. Baloo recognized the particular package of lemon drops from when _he_ was a kid, on the shelves of dime stores.

"Well I'll be," he said, and ripped open the bag with his teeth. He poured all of them on his tongue at once, but somehow they were less delicious than he remembered... not so much like lemon drops, more like yellow rocks. They clacked against each other like marbles in his mouth. He swallowed them in one slow, painful gulp. "Blech," he groaned.

"That mean you don't wanna try the gum?" smirked Kit.

"Help yerself," said Baloo, smacking his offended lips. "Wait, _gum_ , you said?"

"Yeah, dusty old gum," said Kit. He gave him an incredulous look. "You _want_ some?"

"Yeah!" exclaimed Baloo happily. He hurried to the counter, _clomp-clomp, clomp-clomp_. "Just the answer to our prayers! How much ya got there?"

"A whole box," said Kit, "but what's gum gonna do..." Then his mind was suddenly on the same page as Baloo's, but his wanted to look at another chapter. Heck, another book. "You _can't_ fix a plane with gum."

"Why not? We plug the holes with a lil' gum, tie it up tight with the rags, and presto! Leak fixed."

Kit inhaled deeply to readily lay upon the pilot all the reasons why it wouldn't work, but drew a blank on reason number one. Then, he looked at the box, the green sticks wrapped in little white pieces of paper. Kit had seen the leak with his own eyes... a "lil' gum," indeed. A few big slobbery wads was more like it. He took one stick out, and it snapped in half in his fingers, dry and brittle pieces crumbling away from its wrapping. It was as appetizing as pale green and slightly sweetened dirt. He slid the box toward Baloo. " _You_ chew."

Baloo slid the box back at him. "Why don't you take chewin' duty, and I'll go see about findin' us some more gas. They had to fill up those planes with _somethin_ '."

The box slid the other way. " _I'll_ go find some gas," said Kit.

And again the box slid the opposite direction. "I'm doin' ya a favor," said Baloo. "What if we hafta _suck_ some gas from those ol' planes?"

"I've siphoned gas before," said Kit, and again the box went to Baloo. "I'll take my chances."

The box began to pick up some heavy back-and-forth mileage along that counter, shoved this way and that way and back again. "Just chew some gum, will ya?"

"It's _your_ plan, you do it."

"It's my plan, that means _I_ get to be in charge of it."

"You are! You can be in charge of chewing ancient gum." Kit gave him a curt salute from the top of his brow. "All hail the Chewer-in-Chief!"

Baloo snatched the box in his hand. "Fine," he grumbled. "Let's just get a move on."

Outside, the moon, round and low over the horizon, had come out of hiding and cast a silver-green glow over the spiring treetops, and the stars had begun to show in a sky deepening to blackness behind their diamond-like twinkle. With flashlight in hand, Kit fetched an empty plastic red fuel canister that they had in the Sea Duck, and coiled a garden hose around his shoulder, though he hoped he wouldn't have to use it.

Now, if anyone asked, Baloo didn't keep the hose lying around for the purpose of lifting fuel from other planes. That could be considered nefarious, after all. It was just a coincidence. The fact that he kept it in the plane after that one little emergency in Moolah Boolah where he needed to borrow a little bit of gas from a jumbo-plane while being pursued by a mob led by the kingly father of a very pretty princess who wanted to cut Baloo into seven ― it was a long story, but trust him, the hose was just another piece in the mystery bag of clutter that was the Sea Duck. Plus, you couldn't count out the handiness of a good hose on a seaplane, if you never needed it as a breathing apparatus when trying to take off with a plane that's upside-down and full of water.

Kit regarded the canister for what it was, a pittance. The Sea Duck was an awful thirsty lady when her tank was low. Still, he did want to get home, and every drop would count. He had his work cut out for him, but it could have been worse; to that end, he waited to watch Franken-Baloo get started.

"See, it's no big deal," said Baloo. He unwrapped a dozen gum sticks and stuffed them together in his palm, then popped the crumbling, dried plaster-like green ball in his mouth. "Not so bad," he muttered with his cheeks full, except he was going teary-eyed through the loud c _r-cr-crunch_ that ground between his teeth each time he chewed.

"Oh no? What flavor is it?"

Baloo paused his chewing just for a moment to think about it. "Mud."

"Thought so."

"An' a slight minty aftertaste," he added.

"Good for you. I'll be back quick, I hope."

"Don't wander... ugh... off too far," warned Baloo, between the crunches. "Ya don't know what kind of animals are out there this time of..." Something had suddenly occurred to him; he stopped talking and whisked his head around, and accidentally swallowed half the gum in his mouth; the other lumpy half came spewing out on the airstrip while he keeled over and coughed.

"Hey, you okay? What's wrong?"

Baloo clenched his gut, feeling the tasteless tarry shards go all the way down. "I'm gonna feel _that_ in the mornin'," he muttered. Then he turned to Kit. "Listen a minute, to what's _out_ there."

Kit cocked and ear to the side, and shook his head after. "But I don't hear anything."

"Me neither," said Baloo. He cupped a hand to his ear, and silence abounded. "But _did_ ya when we first landed?"

"Not really," said Kit. Then he realized what Baloo was trying to do, and scoffed. "Not another ghost story, Papa Bear. Not _now_."

"But I'm _serious_." Baloo shuddered at an icy breeze that blew down the length of the airstrip, one that went up under the hem of his costume trousers and made the loose ends of Kit's mummy wraps flutter. "There was noise out there before. Ya know, regular noises ya hear when ya go campin', like birds and frogs. I don't even hear a cricket."

"So the animals turned in the night," said Kit. "That's not a bad thing, is it?"

"Well, no, I guess not," said Baloo. With more than a hint of _yuck_ plastered on a frown, he regarded the box of old gum at his feet, and bent down to grab more pieces. "Just doesn't seem normal. A lil' bit of _normal_ sure wouldn't hurt right now."

"Nothing's normal in this place," said Kit, who began toward the hangars. "Holler if you need me."

He started his search in the first hangar next to the mechanic's shop, set everything but the flashlight down as he entered, and walked a lap around the old, forgotten biplane, sweeping his feet through the long grass and weeds. A gentle touch on the outer edge of its top wing, and he could hear it creak from within. It was rotting from the inside out. He wished he could take it home and take care of it, the poor thing. He wondered if Miz Cunningham would let him park it behind the warehouse.

He spied the gauges to the front of the cockpit, the compass still true in its bearing, the needle of the altimeter bottomed out near zero behind dust-covered crystal, and a clock stopped a quarter past nine at some point, some year.

Kit had the notion to climb in, take a seat and get the feel of the stick and rudder. Just for a minute, he thought. With a step on the lower wing and another on the lip of the cockpit, he was about to jump in with both feet, but his flashlight _just_ caught the silver, stacked layers of spider webs he would have sat himself in, and their hosts hanging all about on their eight spindly legs. He ended up doing the splits over the cockpit and tumbling backwards from the plane's tail, taking a roll into the dirt and weeds. After further consideration, maybe he would just stick to finding some more fuel.

There was a tin canister with almost his own size standing near the corner; it had its own nozzle, and when he took a whiff from it, it was definitely gasoline. Depending on your perspective, the canister was half-full or half-empty; right now, it was definitely half-empty.

Removing the gas cap from the biplane's nose, a pungent smell from within meant that there was still gas in the tank. He sort of wished there wasn't. This was the unpleasant part. As a pirate and vagabond and all-around stowaway of a couple hundred planes, he learned how to do this for one situation or another. It wasn't a skill he missed using, either.

He readied an empty canister at his his feet and threaded one end of the hose into the plane through its fuel line, until it would go no further. Then, with the other end of the hose at his chin, he took a big breath and savored the freshness of the air. There's an expression people use to prod someone into just doing what you have to do when you really don't want to: _suck it up_. Sometimes literal advice, that.

He commenced siphoning. In moments he felt dizzy and his lungs hurt, and after so long felt like he was about to pass out when the the pungent gasoline finally splashed him in the teeth.

"Yee- _uck_!" Quickly he wrenched the hose from his face to the waiting canister, and let the fuel drain. "Ugh, gross," he spat.

"Shoulda picked the gu-um!" he heard Baloo sing. "Ha!"

"Aren't you supposed to be _chewing_ out there?" He spat again, muttering, "I _shoulda_ picked the gum."

It took a while, but Kit eventually returned to the Sea Duck with the half-empty tin canister and a near full red one, dragging those, himself and a loose wrapping around his ankle along as one pooped mummy would. He had tucked his flashlight under his arm, and its beam swayed wildly from side to side as he lumbered to the plane. Meanwhile, Baloo was stuffing a flattened wad of wet gum against one of the piercings in the fuel pipe. After tying a rag around it tightly, he took a break to help pour the contents of the canisters into the plane's tank.

The entire number was then repeated: Baloo put to use his mango-bobbing-championship-sized chops and started crunching down on another dozen pieces of gum, while Kit went to the second hangar, a final resting place for another dilapidated, forgotten Longspit Llama, and scrounged up more fuel.

After that, Baloo had finished what he considered a mighty fine job in patching the holes in the fuel line. While he fit the panel back on the engine cowling, Kit got himself a bottle of strawberry soda from the cockpit's emergency soda supply, and washed the funky gasoline taste out of his mouth.

"So, we're good?" he asked.

"Oughtta hold until Wildcat takes a swing at it," said Baloo, giving the cowling a firm pat. "Don't know about the gas, though. I'd say we _might_ have enough, but it wouldn't hurt to find a lil' more if it's there. Whatcha think?"

Kit thought Baloo was right, but he groaned about it. He guzzled down the rest of his soda as if it would give him the energy to carry on. As soon as he set the bottle down, his cheeks puffed with a strawberry and octane flavored burp. Baloo laughed at him and picked up the hose. "C'mon, we'll look together."

"Nah, let's split up," said Kit. After all, why not, because they were alone in a dark, foreboding place? Bah. He volunteered to take the red canister, making sure to hold it with both hands like it was all his could carry, lest Baloo get the idea to hand him the hose at any point. "If there's more, we'll find it faster."

The last two hangars along the strip were empty of aircraft, and cluttered with tools and spare parts, all of them, be them on a shelf on the wall or lying on a crate, connected by a vast system of cobwebs. Kit took the farthest hangar to search and Baloo the other.

"Any luck?" Baloo asked after a moment.

"Not yet," Kit hollered back. The ground inside the hangar was even more crowded with weeds than the others, some as tall as his elbows. He held his flashlight up high, but a machete might have sufficed as well. He found crates nailed shut and stacked against the walls, and his heel crunched down over an empty canteen. He would be lucky to find _anything_ in this mess. Then he heard a noise, something of heavy things being overturned, and for an instant assumed it was Baloo, but on second thought it seemed distant, and it drew his attention to the back of the hangar where a door was ajar. The hinges creaked loudly when he pushed it open. A path made of flat stones half-hidden in overgrowth went from the door to a shed at the edge of the village.

 _Probably a raccoon in there_ , thought Kit. His flashlight spied a beat-up old cockpit seat and discarded rusty canister at the side of the shed. Inside was probably more airplane parts... but also maybe what made that noise.

With the beam of his flashlight steady on the shed door, Kit checked it out. The stones were damp and icy cold; he stepped on them lightly on the tips of his toes and with one ear cocked ahead. To one side, the black scar beckoned his attention, and the mound of crosses rose in the distance over the nearby brush. To the other, the trees whispered secrets to each other, rustling and shivering in the night breeze. He imagined they were talking about him, the stranger in their midst, the first person to step foot here in a long time, and a thousand unseen eyes in the darkness following him, watching him, stalking him.

He paused to rub and warm his arms, looking up, looking around, looking back, listening, listening carefully. Baloo was right, the woods seemed too quiet. The wind picked up, cold and biting. The fur tingled on his neck. Above the hangars, a dark cloud raked over the moon with claw-like wisps. He _was_ being watched, he could practically feel it, the trees were warning him, shaking with silent screams. The rest of the world was silent and still. Cold. Dead.

"Forget _this_ ," he muttered, and marched toward the hangar. He thought about it, though, and rolled his eyes at himself. He was a walking mummy for crying out loud, and probably the scariest thing for a hundred miles. That old book, the plane wreck, and Baloo's ghost stories were getting to him, and he wasn't going to allow it.

The shed's door was latched shut from the outside, and the latch was stuck with rust. No one had opened it for years. Kit put his ear to the door and listened, heard nothing, then pried the latch open with his fingers. Inside there were only gardening tools, sheers and spades and the like. No raccoon, no airplane parts, no eyes watching him.

Another noise came from the distance unseen, in an opposite direction from the hangars. It sounded something akin to a table being overturned and the shattering of glass. He cast his flashlight toward it, but only saw the backs of homes and empty stables.

"Baloo? That you? What'd ya find?"

He crept over grass and brush, between two small houses, then passing a third that was missing it's front. In front of its would-be stoop was the long scar, and though the path it carved was dreadful to consider, it offered a clear look across the torn village. Kit stepped lightly over the black dirt, his flashlight swaying left to right, right to left, and over again. Somewhere about the middle of the village, in one of the destroyed homes with but a corner still standing, he saw a humble dining table that was now in pieces; he could have sworn that he saw it standing whole when they had first arrived, for he could remember the porcelain teapot sitting at its center, it now a puddle of its own broken shards.

The plane wreck looked different, too. He couldn't quite discern how. The grisly sight was etched in his brain when he fist saw it, but something nagged at him, something had moved. He approached it slowly, calling Baloo's name. As he stood before the wreckage, taking a long look with the beam of his flashlight, all appeared still as ever. The trees certainly hadn't budged. He was about to turn away when his toes happened upon a hole in the dirt. It was parabolic shaped, _propeller_ shaped. He gasped when he remembered, the sight of a broken propeller blade stuck in the ground at that very spot. The hole was deep and the blade was not like to wander away on its own.

Then, around him, he noticed footprints, but he had to squint to believe his own eyes. They appeared to come from the twisted overgrowth surrounding the wreckage. They were from shoe-wearing feet, that much he could tell, and they were also fresh, their imprint still crisp in the damp dirt.

"Baloo?" he called out. "Okay, I _know_ it's you. This isn't funny." He cast his flashlight into the trees behind the wreckage. It ate at him that those footprints seemed smaller than the costume boots Baloo was wearing, and his bulky frame was too big to fit through the narrow spaces between the trees.

"Baloo, if you don't cut it out, you're gonna be sorry. I mean it!" With silence the response, Kit crouched down and scanned to his left and right and back. "Just wait'll I find you, you're gonna get it!"

He did not hear the _whoosh_ until it stung the very tip of his ear, lashing away a few strands of fur with it. The _whoosh_ instantly turned into a crash, the sudden loud noise against the prevalent quiet so jarring that Kit yelped and fell backwards. A gasp was caught in this throat. A propeller blade ― _the_ propeller blade ― was now stuck in the nose of the wrecked plane like a spear.

Kit squirmed away from it on his on his elbows, his flashlight dropped and shining in his eyes. His heartbeat drummed in his ears and pounded his chest. He screamed when his shoulders backed in to something. _Someone_.

The boots were of rotted leather and tattered untied laces, going to the knee, then white pilot breeches, burned and ripped and wide at the hips, showing the shape of bony legs against the torn fabric. The leather aviator jacket was half charred black and shredded, a once white woolen collar soiled deep, deep crimson. Above it was nothing, only a shade fiercely flickering shadowy wisps as the shape of flames from a red-hot brazier, and within that dark inferno were two ethereal eyes glowing faintly a pale blue. They shined hungrily when they looked down at Kit.

If only he could cry out, but he could hardly breathe. "Ba... B-Ba... Ba..."

In one hand, skeletal fingers grasped tightly onto a leather helmet and cracked goggles. It reached for Kit with the other. In a means that gave explosive definition to a runner's start, Kit launched himself from the ground, his heels kicking up a rooster's tail of black dirt.

"Ba-LOO!"

His feet had a mind of their own and did not know the meaning of caution. Through moonlit dimness he bolted over the length of the black scar, into the mechanic's shop, where he stumbled over the clutter again and again and made a great clamor. "Baloo! _Baloo_!"

"Over here, Lil' Britches," he could hear Baloo call back.

"Baloo! G-get in in the plane!" Finally, Kit felt his way to the front door and threw it open, shaking off an empty milk carton from his foot. New to him was that the Sea Duck now had a flat hose fit for a fire truck draped over her nose, going from the fuel receptacle to somewhere just around the corner, where he saw the flickering of Baloo's flashlight. Baseball sized globs of liquid were churning through the hose.

"Heh-hey, shoulda looked here first," chuckled Baloo, once Kit had come sprinting to him. "Talk about hittin' the jackpot!" Hemmed in between the wall of forest and mechanic's shop, he had found an old, sizable fuel tank mounted on a wagon, and was dispensing to the Sea Duck by churning a squeaky crank at the nozzle. "I was hollerin' for ya to let ya know."

"B-Baloo! Gho... gho... no head... b-but the propeller, it had the propeller, and it...! It almost...!"

"You okay, kid? Ya look like ya seen a ―"

Kit _jumped_ on him, grabbing onto his brown coat by the lapels. "The headless ghost pilot! _Here_!"

"Whoa! What the blazes got into you?" Baloo plucked Kit off his chest and set him down. He felt the kid's forehead with the back of his fingers. The sweat on Kit's brow was frigid. "Ya don't look so good."

"We gotta _go_!" yelled Kit, pulling on Baloo by his wrist with both hands. The big bear didn't budge. "It's the ghost! The headless ghost pilot, just like you said! It tried to take _my_ head!"

"Kit, calm _down_ ," said Baloo sternly, and not a little worriedly; not for a ghost, but for his navigator going bonkers on him. "I told ya, I made up that story. It was just for fun."

"You gotta believe me! It's real! It's here! And it's gonna get us if we don't get outta here!"

"Now just a minute, here." Baloo got on a knee and cupped Kit by the shoulders. "Ya gotta _relax_ , Lil' Britches. Hear me? We saw a lot today. We let that ol' book make us think too much, and then what with seein' what that plane wreck left behind, anything's likely to give us a spook."

"I didn't get a _spook_ ," growled Kit. "I got a _propeller_ thrown at my head!"

"A propeller," muttered Baloo. He stood up tiredly, knee joints cracking. "Come on, then. I guess I gotta show ya."

" _Show_ me? Why don't you just _listen_ to me for once?"

"'Cause that story was just for _fun_ , not to drive ya crazy. There's nothin' real about it. Whatever ya think ya saw, it was just yer imagination takin' off."

" _You're_ the one that's crazy if you think I'm going back there! I _know_ what I saw!"

"But there's nobody here," insisted Baloo, ducking under a swath of low tree boughs to reach the other side of the building. "Look!"

"Baloo, don't!" warned Kit. He refused to follow him, his feet antsy to run back to the Sea Duck, but once Baloo rounded the corner and was out of sight, he had a gut-wrenching change of heart at the thought of being alone. It occurred to him how dark it was now. "Baloo!"

Darting through high overgrown brush and passing by the mound of crosses, he caught up to the pilot at verge of the black scar and stuck close to his flank. "You have no idea what you're _doing_ ," he hissed. "We gotta get outta here!"

Baloo patted him on the head, which Kit sneered at, but still followed when Baloo padded onto the swath of black dirt. With his flashlight he looked both ways down the length of the scar. It was a dreadful sight, even more so now that the night shadows had overtaken it, the thought ever looming of that day of horror that had visited the small village; but there was nothing moving, certainly nothing murderous. "See? I'm tellin' ya, this place'll put ideas in yer head, but there's no one here out to get us. Heh, I guess ya really _could_ this place a ghost town, huh?" Baloo chuckled weakly at his own joke, while his partner not at all.

"Dangit, Baloo, look!" More angry than frightened now, Kit grabbed Baloo's hand as it held the flashlight, and shined the light over the scar and upon the plane wreckage. "That hole in the plane's nose, it wasn't there before, remember? _That's_ where the propeller got thrown. I was standing _right there,_ and it came up behind me!"

Kit's dropped flashlight still lay in the dirt, but it was now shining upon the wreckage. Kit knew it had been kicked or moved. Baloo squinted. "Well, it's an old plane. Maybe somethin' finally snapped inside and ―"

Having enough of his doubts, Kit interrupted him by stamping his foot on the ground. "Maybe it was a _frickin' ghost_ tryin' to chop off my head!"

"There's nobody tryin' to chop off anybody's head around here!"

"Maybe not _yours_ , 'cause it's too thick!"

"Don't get snippy!"

Kit's eyes suddenly went wide with horror. "Baloo! No!"

Imagine Baloo's surprise when Kit suddenly lunged at him like a bull (or maybe a goat... a small but feisty one), and headbutted him square in the gut. He doubled over and heaved a cough, heard a _whoosh_ over his ears, and a wind tickled his neck.

Baloo whisked his flashlight near his feet, where the tip of a propeller blade was plunged into the ground beside him, having missed its deadly swing; the other end was grasped by a pale hand without flesh. The light followed up the sleeve of the tattered air corps jacket, and the rest... a pilot, what was _left_ of him below the shoulders, clutching stingily to goggles and a leather helm. Though is cadaverous body was sluggish and lurching, it's floating blue eyes were lightning quick, trained on Baloo, and shined back fiercely in the flashlight's beam.

"Told you so," squeaked Kit.

In reply, Baloo said, "AAAUUUGGHH!" He snatched Kit from his feet like he were a linebacker the kid were a fumbled football, and made a heavy charge for the mechanic's shop, a green, flat-headed juggernaut leaving craters in the dirt where his boots fell. He barely slowed enough to open the shop's back door instead of bursting through it. When they were inside, and the door slammed shut, they both threw their backs against it.

" _Now_ you believe me?"

"Wish I didn't," panted Baloo. His hand felt for a lock on the doorknob. They jumped from the door when, with a loud _crack_ , the tip of the propeller blade punched through between them, and when it was yanked out, a pale blue eye shined through the hole. Ghosts were, apparently, inclined to skip the doorknob altogether and go straight for the axing.

"The plane, Kit! Now!"

Baloo's flashlight was dropped outside and they could scarcely see. The moon lit the way from the open front door, and tripping over themselves and everything else, they scattered out upon the airstrip and raced into the Sea Duck. Baloo had the engines on before his backside touched his seat, and by the way he manhandled the stick and rudder he was desperately intent on setting a new world record for world's fastest takeoff. Kit buckled himself in as the plane began to about-face, prodding the pilot, "Go go _go_!"

"I'm goin', goin', _goin_ '!"

"Faster, faster, _faster_!"

"Okay, okay, _okay_!"

Glowering down the length of the airstrip, Baloo slammed the throttle all the way forward, and with a mighty roar the Sea Duck burst ahead, sucking monster and mummy in their seats. It was a short trip; suddenly the plane stopped and jerked to the side, somehow hitting an invisible wall, back wheels jumping and skidding, and Baloo, not buckled in his seat, was thrust against the steering yoke and his forehead clunked against the windshield, putting a dent in his already flattened crown. Kit cried out, but what they saw through the windshield was but a bumpy, dizzying blur, ending with a sudden stop and a chaotic crash. The Sea Duck had plowed into one of the empty hangars, and the timber frame collapsed around the nose, wood getting chewed and shredded to mulch by the propellers and spraying like bullets against the cockpit.

Kit came to his senses first and lunged for the throttle, killing the engines before the propellers were shattered to pieces. The cockpit was dark save for the glare of the plane's headlamps on its nose, and that only what could get through between the broken planks that had fallen over the windshield.

"Baloo? Papa Bear! You okay?"

Baloo clutched his aching chest, taking deep, groaning breaths. "Wh-what happened?"

"Something _stopped_ us," croaked Kit. "Like s-something grabbed us."

Baloo looked out his side window and cringed guiltily. Through the clutter he saw the fuel hose was still plugged in, and it was now wrapped taut around the Sea Duck's nose, and no doubt around the front landing wheel, too. It had tangled when he turned the plane around, and pulled them in like a fish on a hook.

"Yeah. _Somethin'_."

"Now what? We're stuck!"

Baloo mumbled frantically, his hand floating over various switches and levers of the console, as if expecting to suddenly realize that one would miraculously be the solution to a quick escape. It didn't happen. "Hold on, now, we gotta keep our heads cool," he said shakily.

"Really? How about just keeping our heads?"

"That'd be 'Plan A'," mumbled Baloo. "J-just keep it together. We've been in worst spots than this."

"Worse?" Kit counted previous incidents off on his fingers: "Pirates, Thembrians, gangsters, giant squid... Nope, this is worse!"

"Then we've _at least_ been in through just as bad, right?"

"When?"

"Huh. Well, I guess we've done pretty good up 'til now."

"And _now_ what? We can't just sit here and let it come get us. We gotta run for it."

"Run? Run where? There's a hundred miles of sticks every which way!"

A _thunk_ from the Sea Duck's fuselage, then a long scraping noise, a painful, metallic screech that made them cover their ears. It started from the back of the plane and inched toward the cockpit.

Baloo gulped. "Then again, it's a nice night for a stroll. Book it, 'Britches!"

Either of them could only open the cockpit doors by inch or so; the broken beams and debris the wrecked hangar had pinned them in. Baloo rammed the door on his side with his shoulder, over and over, and with every great push he gained only a fraction of an inch.

"It's no use," he grunted. "Let's scram out the ba―"

A skeletal hand slapped against the window, fingertips clawing the glass before Baloo's nose.

"― _aack!_ " he shrieked, and pulled the door shut so hard it might never open again, then self-ejected from his seat, about as graceful as a ten-ton avalanche rolling down Mount Neverest. The cockpit rocked in the tumbling clamor that followed, and he found himself blinking at the ceiling, sprawled on his back, and noticed the navigator's seat was empty.

"Kit? Kit!"

"Here," mumbled the reply, from under his back.

"Oh. Sorry." Baloo staggered to his feet and switched on a lamp at the back of the cockpit.

A horrible scraping noise clawed against the plane from the outside, drawn from the cockpit to the tail. It was a message received; wherever they stepped out, a propeller was waiting to meet them and their throats. "Get comfy," he said miserably. "We ain't goin' nowhere."

Kit rolled on his side, and in the meager light found himself facing the old book, it opened upon its black cloth bookmark. _Hauntings_ , the heading read at the top of the page, and in the inked notes that followed, here and there certain words seemed to shimmer in from others in his sight like black glitter: _Searching. Possession. Restless. Unfinished._

The door on the pilot's side shook and rattled. They could bet it wasn't a salesman calling to sell them a new hairbrush. They yelped and retreated to the back, but where they stepped _thumps_ followed from the outside. They backpedaled from one side to the other, and wherever they paused, to gauge where the _thing_ outside might be, the pounding and sharp strikes against the fuselage erupted seemingly from right behind them.

Having frightfully spun around in enough circles to make them nauseous, Baloo and Kit hunkered down on all fours in the middle of the floor, hastily pulling together a small, poor excuse of a make-shift fort out of any nearby crates and clutter, a roof made out of a mattress from the bunk. It was akin to using a box for a bomb shelter, but as long as there was no one there to tell them that, what the hell.

"Wh-what'll we do?" Kit quivered, his lips just an inch or so from the floor. "Just stay here forever?"

"Open to suggestions," mumbled Baloo, his chin kissing the floor and his ample round rump supporting the mattress roof above them. He was armed with a flyswatter clutched in his hand. The thumps against the plane were relentless, and each time they flinched.

Kit's head bounced the mattress as he sat up on his knees. "Hey, wait. Maybe not forever. You said they only come out on Halloween."

"What?"

"The headless ghosts. They come out on Halloween."

"But I made it up!"

"But what if you're _right_?" Though Kit still flinched each time another blow was hacked at the plane, he found a smidgen of courage in that the ghost, for all its noisy efforts, seemed to not be able to get to them. Baloo sat up too, and their makeshift fort broke up. He swallowed.

"How much Halloween do we got left?"

Kit pulled back the wrappings around his wrist and stuck his arm out to gleam some light on his watch. Looking at it, his frown was deep and grave. "It's barely eight o'clock."

 _Slam! Clang! Bam!_

The ghoul outside had found the plane's side door. It quaked in a terrible thrashing, its hinges rattling, the fierce blows coming heavy like an ax taken to a tree.

"Baloo!" cried Kit. So tightly huddled together it was hard to tell who was holding onto whom for protection. Dents punched through the door, caving in the middle; the handle was holding it shut, barely, though it shook as if like to burst any second.

"Hey! Ease off my plane!" yelled Baloo. "Dog-gone it, I'd knock his block off if he had one."

The relentless blows suddenly ceased. A deep moan, loud and disembodied, pierced through the Sea Duck, lingered in the very air, and died in a long, rattling croak, skin-crawling in its effect as claws scraping slowly over a chalkboard.

Then there was nothing. Silence. Only the hiss of the trees rustling in the wind. Baloo and Kit wouldn't even blink much less budge, at least not for a long moment. They shared a glance, knew that they were thinking the same, and eventually peeled their arms away from each other.

" _You_ look," Kit was quick to say.

"Why me?"

"'Cause, I just remembered," said Kit, glancing around. " _I_ , uh... gotta check the cargo."

"It's fine, ya can see it from right here."

"Then I gotta clip my toenails. Now where'd I put that clipper?"

"Thanks," muttered Baloo. Cautiously and as light-footed as his boots would allow, which wasn't light at all, he crept to one of the round windows. It was a journey of a few feet that rivaled a snail's speed. Kit watched, wringing his wrapped hands together anxiously.

Timidly, Baloo rapped on the window with his fingers, from an arm's length, then whisked his hand back, making sure it was still attached. It was, and nothing had stirred. Just to be sure, he rapped on the glass again. Then he dared a peek outside, slowly bringing his face to the pane. He could see down the length of the airstrip, moonlight glistening upon the muddy ruts. Pieces of the wrecked hangar were strewn here and there, and the surrounding trees swayed together in a serene, rhythmic motion.

"Well?" whispered Kit, though he got his answer just as well from the lack of anyone screaming in terror.

Baloo's sigh of relief fogged the window opaque. "I think it's gone away."

With that smidgen of hope, Kit peered out the window on the other side. He saw much of the same as Baloo, definitely no phantom in a pilot's jacket. He plodded to where Baloo stood and clasped his arms around the disheveled Frankenstein monster's waist. "You sure?"

 _Sure as a canary with a cat in it's cage_ , thought Baloo, but the only thing he could admit to the kid was, "Looks like it."

Despite such assurances, neither one was apt to step outside and begin clearing the debris from the engines. They kept their voices low.

"Would it just... disappear?" asked Kit.

Baloo leaned on his shoulder next to the window, taking a long breath. He got green paint on his fingers when he wearily rubbed his brow. He sure wished the kid didn't count on him to be some sort of expert on these things.

"I wish it was morning already," groaned Kit. He plopped down and sat on the chest collected earlier from the woman in the witch outfit. "If it's still around, if it's waiting for us... what if it gets inside?"

"Then we'll hafta fly under that bridge when we get to it," said Baloo. He took another look out the window, scanning long and carefully. "Look, Lil' Britches, I don't know _what's_ goin' on. All I can say is, I don't see it out there anymore." Finally, he cocked his head at Kit with a forced smile. "Ya know what, I really do think it gave u―"

 _Crash!_

The round window exploded in an instant, a propeller blade burst through, it's tip thrust as a spear jutting right under Baloo's chin. He screamed, Kit screamed, and the ghoul outside screamed a terrible ear-splitting shriek that pierced the Sea Duck from all directions.

There's only so many things you can do when a murderous ghost heaves a propeller blade at your head through the window of your airplane. One is to scream and panic, which Baloo was doing quite nicely. Another, if you can spare a cognizant moment between tonsil-splitting screams, is to grab the propeller, yank it inside, and keep it away from the ghost. He did that, too, but didn't know what to do with the blade once it was in his hands. He dropped it like it was searing hot to the touch, and danced around it lest his toes accidentally touch it.

"Baloo!" Kit leapt to his feet and pointed behind the pilot's shoulder. "Behind you!"

The skeletal hand and rotted leather sleeve punched through what jagged remains were left of the shattered glass, and caught Franken-Baloo by the collar of his brown coat.

"It's got me, it's got me!" cried Baloo, struggling as his neck was yanked as if to be pulled through the window. The bony knuckles touched his neck, and he wailed as if in great pain. At that, Kit panicked.

"Don't get hurt, Papa Bear! What should I do?"

"Get it some mittens," snarled Baloo, "'cause its got fingers like ice cubes!"

"I'll save you!" said Kit, not knowing quite _how_ he was going to do so. The only weapon he could find lay at his feet, the flyswatter. It was better than nothing. Wielding it over his head with both hands like a mighty longsword, he charged into the battle with a war cry, one like to make any flies in the area buzz away in sheer terror. But Baloo, in his frantic game of tug-of-war he was playing with his collar, was flailing around so much that Kit couldn't get within a yard of him, lest took a blow from an swinging hip or elbow.

"Baloo, hold still!"

" _You_ hold still," grunted Baloo snappily.

Kit ducked under Baloo's aimlessly swinging arm, and saw an opening at the ghastly arm stretching through the broken window. With the flyswatter wound back to unleash a good wallop, he jumped and swatted at it. He meant, to, anyway. It was awfully hard to keep a steady aim the way the big bear was thrashing about.

"Ow!" yelped Baloo. "My nose!"

"Sorry!"

"I 'bout had _enough_ of this," huffed Baloo, and with all his might he shrugged away from the window. There was a ripping noise, and the skeletal hand was left with shreds of the coat collar between its pale, pointy fingers. It let those fall, opened and closed and blindly grasped for more, for anything.

"Hit it, Baloo! Hit it!"

And Baloo did, slapping at it from an arm's length, while Kit let its elbow have it with the flyswatter. Finally, with a ghostly whimper groaning in the air, the skeletal limb retreated, slinking away like a snake into a burrow.

"Good job," panted Kit.

The proverbial elephant in the room was the blade at their feet. It was aluminum, a yard if it was an inch, broken from the hub of what was likely a triple-bladed propeller. Its edges were jagged from corrosion, bits of metal cracked and chipped to a blunt but dangerous bite. So chewed and rusted it was that just looking at it too long suggested a doctor's office visit for a penicillin shot, and the deeper colors of rust that driveled over the edges, with only the slightest bit of imagination, looked suspiciously of old, dried blood. Better to just think of it as rust. Baloo hastily kicked it aside and they stood clear of it.

The ghoul outside gave them little respite. Though without its weapon it had stopped thrashing the plane, low, disembodied groans swept through the Sea Duck like haunted gales seeping through the fuselage.

They sat down in the middle of the floor and huddled, their heads as on swivels. Baloo mumbled shaky words of comfort, that they were going to be okay, but the ghostly grumblings made them shudder each time, and it was hard to say which direction they came, hard to know where the ghoul was, the only certainty that it was _out there_ , hunting and craving.

"It's not gonna leave us alone," bemoaned Kit. That was when the old book, still lying open on the cockpit floor, flicked a page as if disturbed by a sudden breeze. The rustling of the paper caught Kit's ear. When he looked at it, the little bits he had perused, certain words and phrases that had discreetly caught his eye, came to mind. _Searching. Possession._ _Restless. Unfinished._

"Until it gets what it wants," Kit realized in a whisper. "Baloo, maybe you knew it all along. Jack-o-lanterns."

"Huh?"

Kit scurried into the cockpit, grabbed the book, and brought it back. "Even this book says it right here! Listen..." He scanned over the text quickly, though not easily in the dim lighting and sometimes squiggly handwriting, squinting with his eyes close to the pages. He would have stumbled too much on the words had he tried to read it verbatim, so he gave it his best paraphrase based on certain words that the author was kind enough to ink boldly onto the paper.

"It says that a ghost'll haunt places because it's soul can't rest." Kit's finger darted over the pages. "It _needs_ something. An 'unfinished task,' a 'wrong that re... requires righting,' or ― ah, here we go! ― a 'missing possession' that it wants back." He clapped the book shut. "He lost his head... so his ghost wants a new one. _Then_ it'll go away."

"That's just dandy, but I don't exactly got a spare lyin' around."

"You said people put jack-o-lanterns out on Halloween so that the ghosts take _those_ instead."

"But Lil' Britches, I told ya, time and again, I just made it up!"

"Yeah, but look." Kit flipped back through several pages, searching for that one etching of the phantom with deviously grinning jack-o-lantern for a head. Once he found it, he held it up to show Baloo. "Maybe you _didn't_ make it up. Maybe you didn't know that you knew."

Baloo scratched the nape of his neck, regarding the image apprehensively. He couldn't think of a time he ever heard of a ghost wearing pumpkin for a head, but somebody else had, as there it was. His nose and mouth curled while he gave it a good think. Hard as he tried, he couldn't _remember_ ever not knowing what he knew... or knew what he didn't know... whatever the kid said.

"Well... we need a jack-o-lantern, right?" said Kit. " _You_ could carve one out in five minutes."

"Even if it could work, where we ever gonna find a pumpkin?"

"Don't know," Kit admitted, grimacing. Kit paced in a tight circle around Baloo, searching the plane's clutter for a suggestion. Suddenly he stopped and snapped his fingers. "Does it have to be a pumpkin? What if it was something else... round and... _kind of_ orange?"

Baloo looked around, wondering what he was speaking of. "Like...?"

"Like that kettle in the shop." Kit dug into their makeshift tool set and fished out the bladed can opener. "Look, I bet _this_ could cut a face out of it."

Baloo took the can opener and considered it, but snorted at the notion. "Ya can't make a jack-o-lantern outta some teapot."

"But I bet _you_ can," said Kit, nudging his arm.

"That's not what I meant," said Baloo. "It's just not the same thing."

The growling and groaning outside was reverberating into his very bones, sinking in his gut and making him queasy. He heaved a big sigh and gave the can opener a second, more thorough consideration. "I guess I can try. But if we run to the shop, there's nothin' stoppin' that thing from followin' us. We gotta buy some time. But how?" They sat for a moment deep in brainstorming thought, mentally thumbing through all the knickknacks in the Sea Duck. Then, the green-painted pall and lines of fake scars upon Franken-Baloo's countenance gave way to a smirk, an outward expression that his brainstorm had just incurred a flash flood. Kit had seen that look before, and, seeing it now, didn't know if he should ask about it or just run, run, and keep running. And indeed, Kit realized he should consider the latter when Baloo leaned down and began whispering his plan into the kid's ear.

Hearing the whole idea through, Kit recoiled from him, pointing at Franken-Baloo's rubber crown. "You got a _bump_ under that flattop? Forget it!"

"C'mon, kid, we got this," encouraged Baloo, as assuredly as he could force himself given the circumstances. Quickly, he whisked away a patched bed sheet from the top bunk, wadded it up and foisted it in Kit's arms, then he began unraveling the ball of twine from the tool box. Last, though he did so with as much caution as if it were a rattlesnake to bite his hand, he picked up the old propeller blade. "And, we got _this_."

* * *

Baloo was in no hurry to execute his plan. The idea was to wait until the coast was clear to step out. He put his ear against the Sea Duck's side door, listening for clawing, shuffling, groaning, any of those horribly haunted sounds. What he heard wasn't quite any of those, but something made his back crawl... a light gasping, over and over... and he couldn't quite tell if it was coming from outside, or... _behind him?_

"Ah- _choo_!"

With a yelp, Baloo threw open the door and jumped out of the plane like hot iron was put to his backside.

"What happened?" asked Kit, after a sniffle.

Baloo turned around and gave him a cross look. "Don't _do_ that!"

Kit mirrored the look right back at him. "What are you, the sneeze police?"

Franken-Baloo's head snapped toward the Sea Duck's tail, where he heard rustling and growling. "Oh boy," he gasped, stepping back. "Here it comes, g-get ready..."

The cadaverous ghoul lurched from behind the plane, ethereal blue eyes shining above a hollow collar. It still clutched to a leather helm and goggles, holding them dear to the chest of its tattered and bloodied leather jacket. Baloo's mouth tightened and quivered. Five minutes ago his plan seemed like a stroke of genius; now... maybe not as much. Literally, he was shaking in is boots. "Oh, what'm I _doin'_ ," he mumbled.

"Baloo!" hissed Kit squeakily. "Nix it! Come back inside!"

But Baloo puffed his chest, sucked in his gut, and kept his ground. _Someone_ had to. "Countin' on ya, kid," he said, then yelled, "C-come 'ere, ya no-good, no-headed... uh... g-ghost guy..." Wittier name-calling would have to wait for a time when he wasn't being stared down by hell incarnate. He dangled the broken propeller blade in front of him with a shaky hand. "W-want this back? Come an' get it!"

The headless one precipitated to the taunt, lurching forward, a skeletal hand and wrist stretching from the jacket sleeve, reaching for what Baloo was holding. The flicker of its eyes burned bright blue. It was therefor verified, if if you were a undead headless pilot bent on hacking and slashing yourself a new skull, then _yes_ , you wanted your propeller back. There probably wasn't much fun without it.

On quaking knees, Baloo backed under the Sea Duck's wing, then stepped away from the fuselage, luring the monster to walk right next to the plane's open door, and turn so that it showed the door its back. "Now Kit!"

That was when Kit was supposed to jump out with his part. But...

"Kit?" Baloo further backpedaled, only then taking his eyes off the headless ghoul and seeing that there was no one in the plane. "Uh, K-Kit? Ki-it!"

With a cry and a running jump, a mini-mummy darted from atop the wing, casting the bedsheet over the ghoul and netting it where it stood. Quickly then, as they planned it, Baloo and Kit each took an end of the twine and ran circles around the struggling monster, each time with Kit ducking under Baloo's arms. After several passes, the undead pilot tripped to the ground and writhed in its binds, bellowing an detached groan terrible as thunder.

"Oh, wow," gasped Kit, surprised eyes wide as can be as he looked at it. "Baloo, for cryin' out loud, we bagged a real ghost! We did it!"

"It _worked_ ," marveled Baloo. They both clasped onto their own end of the twine rope, fists tightened and shaky more from excitement than fear, each just a couple yards from the captured ghost. "Quick, get it tied!"

Getting anywhere near beside that writhing, groaning ghoul was like jumping into an ice cold lake: it required a deep breath before you committed to the jump, and once you made the plunge you were probably going to scream. Baloo and Kit did both as they brought the ends of the twine together, iciness emanating from the fabric of the sheet. Somehow, with fast, frantic hands crossing over each other, they crafted some semblance of knot and pulled it tight, then got the heck _away_ from it!

"Ho-ho baby, did ya _see_ that?" exclaimed Baloo. Beside the airstrip, he and Kit _whooped_ and slapped paws, circling in a victory jig. "What'd I tell ya, huh? Ha, what'd I tell ya!"

"I bet no one's ever done something like _that_ before!" laughed Kit. "But we did!"

"C'mon, let's get in that shop," said Baloo, bent over his knee to catch his breath. He fished out the can opener from a coat pocket. "We got 'im for now, but no tellin' how long that's gonna keep 'im there."

They headed indoors, but then above all the ghostly groans, which by this time they were actually getting used to, there was the sound of fabric tearing. Baloo and Kit paused, turned to take a glance... the headless pilot's pointy fingertips had shred through the sheet, and was shredding more of it by the second.

Kit's face fell. "There's tellin' _now_. Pull chocks!"

They fled inside the abandoned mechanic's shop. It was almost pitch dark in there, feebly lit by only the moonbeams peering in the slats of the boarded windows. In the dark was a lot of clamor, as Baloo went to find that kettle, and Kit fumbled around for any furniture or fixtures he could manage to barricade the door with.

"Aw, it's no use, Kit. I can't see a thing in here!"

"Me neither, but our flashlights are outside," said Kit. "Wait a sec, I almost forgot something. It won't be much, but..." In a moment, the time it took him to dig a hand through the side of his mummy costume and access a pocket in his sweater, there was a flicking sound of a lighter being lit, and suddenly, in the glow of a single little flame, Baloo could see Kit smiling at him. The navigator handed it over to him, happy to be of help. "Ta-da! Here ya go."

Baloo accepted it, though with what was the last thing Kit was expecting, a heap of suspicion. "Whatcha carry a lighter for?"

"I just do. Why?"

Franken-Baloo's expression was stern, and a finger was shaken in front of Kit's nose. "Listen, kid, 'cause if I ever catch you with a cigar in yer yap, or anything _like_ it, I'm gonna... well, I don't know, but I'll...!"

"You _really_ wanna bring that up now?" scoffed Kit, as Baloo choked on the articles he was about to amend to the Kit Cloudkicker Rulebook. "Gimme a break. I keep the lighter 'cause I like to set things on fire."

Baloo, speechless, looked like for an instant that behind that green greasepaint, he had just turned purple. Kit contently thought of that as payback for the accusation.

"Wha... _what_?"

Kit rolled his eyes toward the dark ceiling. "Holy propwash, Baloo, it's for seeing in the dark! Like for _right_ _now_. You kiddin' me?"

Baloo shut his mouth and backed off, embarrassed. "'Course I was kiddin' ya," he mumbled, with a weak smile. Kit shook his head and went his way. The flame of the lighter was meager, but they managed to see what they needed to find; Baloo found the big kettle, and Kit found a couple crates full of packing straw that he stacked against the door.

Then Kit held the lighter for Baloo, who began his task by sizing up the copper kettle, imagining where to put a face. Once decided, he tucked the kettle under his left arm, and with his right hand, punched the can opener through the metal, next to the spout. The sound made them both start. "All right, buddy," huffed Baloo. "Here goes nothin'..."

Baloo punched the blade of the can opener through the kettle again and again, and Kit watched on anxiously, as someone might watch a surgeon performing a delicate task, though this task was anything _but_ delicate. Baloo was hacking away, working up a sweat upon his green brow, trying to cut some semblance of a triangle into the copper.

"Criminy," muttered Baloo, growing weary and frustrated. He set the can opener down for a moment and shook a cramp off his hand. "This might take awhile. How we lookin' outside?"

Kit peered through a slat in a window, a moonbeam wrapping around his eyes like a silver mask. "Can't really see the Sea Duck from here. Or... _it_." Then, a thought occurred to him: "Uh, where's that propeller?"

"Well it's right... oh. Uh-oh."

" _Uh-oh_? Wh-where'd you put it?"

"I guess I dropped it when we..." Baloo made looping gestures with his fingers.

"You mean you left it _out there_ with―!"

 _Thwack!_

The tip of the propeller blade punched through the front the door like the head of an ax. It was immediately yanked out, then another blow. _Thwack!_

"I mighta," frowned Baloo.

Kit pushed on the crates, making sure they were as far up against the door as possible. "This door's gettin' turned into chop suey! You gotta hurry!"

Baloo tried to rush, violently assaulting the kettle with the can opener; the task was arduous enough, but without Kit holding the lighter, near impossible. "Hey, c'mere! I can't see what I'm doin'!"

"I'm _busy_ ," grunted Kit, who was pushing another crate through the darkness.

The next blow against the door tore a hole through it, beside the stacked crates. Kit yelped, and fleshless fingers wriggled through and ripped the hole even larger. All the crates in the room weren't going to save that door.

It was no use, thought Baloo angrily, trying to make heads or tails out of that teakettle. He growled and called their next move: "Out the back! Let's go!"

Kit followed him outside, and once out there cut through the brush and abandoned village to collect their dropped flashlights. While he did so, Franken-Baloo put some distance between himself and the clamor coming form the other side of the mechanic's shop; he knelt by the stoop of an old hovel, a stretch of ground where the grass was not thick, and went to cutting on the kettle. Not far off from his left shoulder, the mound of crosses rose ominously in his peripheral vision. He shifted around so his back was to it. _Can't think about_ that _now!_

By the moment Kit came back with the flashlights, Baloo was having particular tough time with the can opener. "Darn thing's gone dull," he grumbled miserably. "Oh, my achin' hand!"

"But you _got_ this, right? I _know_ you can do it."

Baloo took a break to message his right hand with his left. "I'll _get_ it," he assured. "Whaddaya think, so far so good?"

Kit saw that he had produced on the "face" of the kettle two basic triangles on either side of the spout; the jack-o-lantern connoisseur would note that the eyes were spread too far apart and one was noticeably larger than the other.

"Yeah, real... stylish," offered Kit generously.

"See, the spout can be the nose," Baloo pointed out, as he was rather pleased with himself over that idea.

" _Sure_ it can," agreed Kit, in the way you might agree with your dear Auntie Gertrude that the Christmas sweater she so painstakingly knitted, the one with a red pom-pom for Rudolph's nose and a color scheme that invoked an intriguing interpretation on the concept of plaid, made a swell gift.

"But I can't get a cut in to make the mouth," complained Baloo. With the kettle held steady between his knees, he placed the tip of the can opener blade under the spout, and struck it powerfully on the end with the heel of his palm. The metallic _pop_ was satisfying. "Ugh, finally."

Kit was about to offer to hold on to the kettle, to keep it steady, but had sudden second thoughts. It was an awkward sight, watching the Frankenstein monster hack, stab, swear at and viciously maul a teakettle. You weren't likely going to see _that_ in a motion picture. Hard to believe that Baloo was in there somewhere. He decided to help by taking a few steps back and staying out of his way.

Loud noises came from inside the mechanic's shop, clutter being thrown aside, announcing that the pursuing ghoul had broken through.

Baloo sucked in a sharp breath. "Almost got it!"

"You're never gonna get it done if we keep runnin' in circles." Then Kit grimaced, pointing. "Oh no, here it comes!"

The shop's back door was left open, and the ghoul's eyes were the first to show, shining menacingly in the interior darkness. Its approach was preceded by a slow _thunk...thunk... thunk_ , the corroded propeller blade being walked along the floor like a cane. When it stepped under the silver gloom of the moon and stars, its ethereal gaze cut swift through the overgrowth, stumps, and ruins, finding its prey as if the rest of the world were invisible.

Kit's heartbeat pounded in his ears. He thought about what Baloo did earlier, so they could try to trap it.. and also the mound of crosses, and that he was _not_ going to end up like one of them. The ghoul came lurching toward them, dragging the propeller at his heels, still clutching ever dearly to its helm and goggles.

As Baloo was about to pull himself to his feet and lead them on another run through the village, Kit halted him. "No, stay here," he said.

"Huh? What's the plan?"

Kit flashed the beam of his flashlight off and on at the ghoul's face. Its eyes flickered in a way that Kit new it had gotten its attention, that it was looking right at him, and that it was desperately eager to take his height from three-foot nine to about two-foot ten. "I'm... _*gulp*_ gonna make it chase me."

"Oh no you _won't_ ," decided Baloo.

"It'll buy you some time. Besides, you just did the same thing a little while ago."

"But when I did it, it didn't have its _teeth._ "

"Good thing I'm faster than you."

"You just stick close to ― hey!"

It was too late, the kid had already sprinted away, shouting, "Yo, bright-eyes! Got a nice fresh head for ya right over here!"

Baloo called out after him, but to no avail. He saw that the ghoul had taken the lure... he could cry out and run after Kit until he collapsed a lung, or he could take advantage of a few extra minutes and sculpt out his makeshift jack-o-lantern. He chose the latter, with all haste.

Kit drew the ghoul inside a destroyed house that had but a single wall standing with a rickety stairs going only halfway up, the second floor nonexistent. When the ghoul swung its propeller wildly at him, it cracked against the wall and left even less of it in tact. Kit darted up the broken stairs, crouched and waited for it to come get him. It lurched at him predictably, and when it got within an inch of slashing range, Kit leapt over it in a high bound and landed behind it. The wooden stairs were smashed into bits with a single ferocious blow. From there it was a game of hide-and-go-seek around the ruins, not unlike the times he had escaped the air pirates by lithely running through the Iron Vulture, making quick evasions and shortcuts out of anything he could climb over and duck under... the difference was, when he turned a corner on the Iron Vulture, he knew where the path would lead.

Meanwhile, Baloo finally cut away a away a lopsided strip under the kettle's spout. It didn't quite resemble a smile... or a frown... or a mouth for that matter... or maybe, with a bit of imagination, it was a snapshot of a mouth that was in the process of receiving a fistful of pain from a boxing champ's right cross. He held up his creation with both hands to look it eye-to-eye. So it wasn't exactly aesthetic... more like, abstract. Hopefully headless ghosts weren't picky. It had the important things that make a jack-o-lantern out of a pumpkin: Eyes, check. Nose, check. Mouth, check. Good to go!

Unseen to him, he heard Kit taunting the ghoul all around the village, and the crashing and hacking as the hunter slashed about wildly for the hunted. All things considered, it sounded like the kid was doing pretty good.

"Come back, Lil' Britches! I got it! I got it!"

"Roger that!" Kit called back to him, not volunteering that he had just got himself into a bit of a spot. He had shimmied up to a balcony on the side of one of the old houses, over what was probably a strip of garden once before. The problem was how to shimmy down _._ His flashlight beam zipped around as he scanned for a quick solution. The doors and windows were latched shut. He couldn't quite reach the eaves, there was nothing close enough nearby to leap onto, and the last time he made a jump that high Miz Cunningham had to drive him to the doctor to mend a twisted ankle.

Below him, the ghoul waited impatiently, its groans always filling the air, but now more so with growls and roars. When Kit peered down, its skeletal fingers tightened around the propeller blade, and its eyes, starkly bright in the wisps of a dark, seething inferno of shadow, were not merely hungry, nor merely menacing... they were _angry_. Beyond that terrible stare, Kit for once glimpsed inside the hollow collar of its leather jacket; there was nothing but bones, ribs and a spine running down its back. It gave Kit a cold shudder down his own spine.

The balcony was supported underneath by three wooden beams, weathered and termite-feasted. While Kit shook the door hoping to get inside the house and escape out the other end, the ghoul considered these three beams.

 _Thwack!_

That sound of metal on wood, like a lumberjack's ax. Kit's ears pricked. "Uh-oh..." Below him the wood squeaked, the propeller being yanked out the beam it had just halfway cloven.

 _Thwack!_

The second strike was even louder, the beam severed, and the balcony suddenly wobbled under Kit's feet. Quickly, he abandoned the door and went for the window, putting all of his strength into lifting it open. It wouldn't budge. The ghoul went for the second beam.

 _Thwack!_

"Cripes," cursed Kit through his teeth, now slamming at the glass with the palm of his hand.

 _Thwack!_

The balcony shook and creaked. Kit needed to break that window, and reached for his airfoil in his sweater, forgetting that it was buried hopelessly under his mummy costume. At his feet was a clay plant pot with nothing but dirt inside; he took that and hammered it against the glass pane, over and over. The glass cracked, then broke, then shattered...

 _Thwack!_

… it was too late. Timber fibers snapped and creaked, and the balcony collapsed. In the turmoil, there rose a cloud of dust, splinters and debris, and in the middle of that cloud Kit lifted his head, coughing. His sight and hearing were fuzzy, head ringing. He rolled groggily on his back, faintly hearing Baloo calling out for him, asking what happened, was he okay, _where was he_...

He was lying, he realized, under a soulless gaze icy and demonic, _that's_ where he was. The ghoul had its corroded propeller blade raised overhead, so to speak, with both hands squeezing tight as they might around the hilt of a sword, and it was starving to cleave through the boy's throat with all of hell's fury. It's mighty swing cut through the air in a loud _whoosh_ , and it struck down in a splatter of earth and splinters, leaving a small crater where Kit had _just_ rolled aside.

The ghoul roared, a thunderous cry spewing from its hollow collar, and heaved the blade again swiftly for another strike; that time Kit rolled the other way and the blow missed just as narrowly. Then Kit was on his feet, cat-like... a dizzy cat, perhaps, but nonetheless. There was no time until the ghoul lunged again, this time with a massive, downward diagonal swing that would have torn Kit in two from shoulder to hip. The blade snapped the end of a loose mummy bandage left fluttering under Kit's chin as he jumped back, him slamming his back into the house, an impact that rattled his skull.

His chance for escape came at once, for the ghoul had put so much strength into that last swing that having missed it fell forward and hit the ground with the propeller. But while its corpse was sluggish, crawling on its bony hands and knees, its glowing gaze stayed fast on its prey. Kit was caught transfixed in the ghastly, supernatural marvel before him, the hollow ribs gaping from the mouth of its jacket collar, bursting with a flame-shaped shadow, and suddenly in that shadow he saw the outline of a snarling face, a shade of the wolf who once lived.

 _Talk to me, Kit! Where are ya?_

Baloo's shouting snapped him back to his wits. Then there the big guy was, huffing and breathless, sprinting clumsily in his monster boots from around a half-standing hovel, flashlight and copper kettle in his hands. Kit pushed himself away from the wall and made a dash toward Baloo, but misjudged the ghoul's reaction time. It snagged him by the ankle and tripped him face-first into the grass.

Kit yelped and tried frantically to kick himself free, but the fiend had its skeletal fingers tight as a vice around his foot ― and Baloo was right, its touch was like ice cubes. As it pulled him closer, Kit lunged at it and took a desperate swing at its "face" with his fist, but his fist plunged through nothing but cold air. That was when Baloo dropped his flashlight and grabbed him by the wrist.

"Baloo! Help!"

"I gotcha!" cried Baloo, pulling for all he could. "Kick it, kid, kick it away!"

Kit could not. A tug-of-war ensued, which had Kit stretched by an arm and a leg over the grass, neither pilot dead nor alive willing to give up. Having some empathy for what a piece of taffy must feel like, Kit latched onto Baloo's hand with both of his. Doing so was a breach of etiquette in the fairness of a tug-of-war match, and the ghoul roared about it, presumably crying foul. "Get this thing _off of me_!"

"Tryin'!" Baloo dropped the copper kettle behind his feet, lunged in and planted both hands under Kit's arms, and pulled with the intensity as to yank a tree from its roots. Kit cried out and there was a _snap_ of bone from the joints. Fortunately, not Kit's bones; Baloo's strength had slingshotted him away from the ghoul, while Baloo tripped backwards, going ― really ― rump over teakettle.

Kit tumbled in the grass and slid to a stop on all fours. The first thing he noticed was that he was now out of arm's reach of the ghoul... the second thing was that "arm's reach" required a bit of perspective, because that icy hand, all the way down to the elbow, was still holding fast onto his ankle ― and tightening.

"Yipe!" Kit kicked and flipped, bucked and spun in so many ways that he practically invented break dancing. When none of that worked, he pried the hand open with his fingers, with great effort and not without muttering a lot of frightened curses. Finally his ankle slipped free, and he recoiled quickly to his feet. Just when he thought he had caught a break, the hand began wriggling on its own, and crawling after him like a spider, dragging the forearm bones behind it.

"Get away! Shoo!" Kit stamped and kicked some dirt at it, backing away like he was going to get snake-bit. Franken-Baloo came jotting toward him ― _clomp clomp clomp_ crunch! _―_ flattening the crawling hand under the heel of his monster-sized boot. From yards away the ghoul wailed in agony, flailing an empty jacket sleeve about.

"You okay?" asked Baloo.

"Yeah, thanks," panted Kit. "You got the jack-o-lantern done? Lemme see!"

Baloo presented it, and to his chagrin wished the kid could have looked at least _a little bit_ impressed in response. Instead Kit gave it the same look he once gave Wildcat's well-meant attempt at cooking "meatloaf," which ended up served as a mysterious spongy green concoction that neither resembled meat nor loaf.

"Hey, it's not like it was easy," argued Baloo preemptively.

" _I_ didn't say anything," said Kit. "So... we let'm have it?"

The ghoul had straightened itself upright and staggered toward them, cradling its propeller blade in his good arm (good, as in at least currently attached), clasping its helm and goggles in its good hand.

"C'mon, this way!"

They cut a corner where toward the edge of the village the stump of a hewn oak lay near an alley, crowded with voluminous ferns, between two dilapidated houses. Baloo set the makeshift jack-o-lantern on the stump, switched off his flashlight, and they took cover behind the ferns.

As a hound drawn to a scent, the ghoul came lurching after them, never losing their trail. It had picked up its broken arm along the way and was stuffing it back up its empty sleeve until it somehow reattached, its haunted groans now coming as seething, indistinct muttering, which in the language of the dead likely translated into phrases similar to _those bastard bears_.

Kit and Baloo ducked low in the shadows, anxiously peering through the feathery fronds, damp in cold sweat, watching the ghoul's approach. The pint-sized mummy tugged on Franken-Baloo's coat, then gestured behind them, where a small oversight presented itself in Baloo's pick of hiding places: the escape. Behind them was a dark forest wall of trees and tangled overgrowth, pushing all the way against the houses, effectively blocking an emergency exit. It was too late for them to run out, lest they risk a deadly, dismembering swipe.

"Better work," mumbled Baloo.

"It's _gotta_ work," whispered Kit.

Limping but unwavering, the walking corpse approached, propeller blade dragging at its side. Baloo and Kit held their breath as it came near the stump... it took a glance at the odd kettle lying there, then carried on past it, casting its ghostly gaze back on its living query. Its query, in turn, shot away from the fern and backpedaled.

"Oh no," squeaked Kit. "It... it.. d-didn't..."

"I knew it," grumbled Baloo fretfully. "I just _knew_ it, it wasn't the same thing!"

"Why... wh-why not?"

"Aw, even if it _were_ a pumpkin out there, headless ghosts and jack-o-lanterns, it was all _horse puckey_ , don't ya get it?"

"But everything you said about about a headless ghost pilot was true... you... even said it'd carry around the propeller from its own plane!"

"But I don't know _nothin'_ about―!"

"You _gotta_ know," urged Kit, interrupting him. "Why didn't it think it was a jack-o-lantern? Why didn't it want it?"

Because what self-respecting ghost would want a nose shaped like a spout? Because bear heads were all the fashion in the necropolis? Franken-Baloo tightened his eyes shut, clasping onto his flattened crown, thinking, _thinking_. He could hardly imagine all the possibilities, let alone in the mere seconds they had before the ghoul was in cleaving range. _Two eyes, check, a nose, check, a mouth, check... eyes, nose, mouth... eyes, nose..._ Suddenly his eyes flew wide open. "Candle!"

With no further explanation, Kit took his meaning right away. He didn't have a candle handy, but he had a flashlight, which he snatched out of Baloo's hand, switched it on, and darted from the fern before the big bear could utter a protest. Stammering Kit's name, Baloo only watched in petrified horror as the kid sprinted at the ghoul as to a suicidal doom, narrowly diving over a heavy cross-swing from the propeller blade that would have cut him in half at the belly button. On the other side of the dodge and past the ghoul, Kit flipped opened the kettle's lid and threw the flashlight inside.

The ghoul, however, did not even turn back toward him, as if having given up its hunt on the smaller, quicker one. It came for Baloo, who had nowhere to run. Not that he wasn't going to try.

"Hey, look," he shouted, pointing over the ghoul's shoulder. "It's Kitten Kaboodle!"

The ghoul just growled at him and continued forward.

"Huh... _*gulp*_ guess yer not a fan."

"Go long, Baloo!" he heard Kit call from behind their tormentor. Then he saw the copper kettle, rattling and spinning with an electric glow in the cut-out shapes as it was lobbed skyward. Baloo caught it with both hands, set it down at the foot of the fern with the spout pointing at the ghoul, and hurriedly backed away into the shadows.

The ghoul hoisted its propeller blade up high, growling as it was about to step through the fern… but then paused, considering the strange thing at its feet, its blue eyes drawn to the glow of the copper visage. It took a staggering step backward, lowering the blade, then dropping it.

It's growls had stopped. A deep voice floated in the air: _Hmmm..._

It picked up the kettle, ghostly eyes blinking, then haphazardly dressed it with its goggles and leather helm. Nothing fit, but it didn't seem to care.

 _Hmm! Mm-hm!_

Last, it set the kettle in the gap between its shoulders, adjusting it so the face went forward. It's new head took like a magnet to iron, enveloped in shadowy wisps, the light of the flashlight within replaced by a blue glow. Misshapen triangle eyes, a curvy spout for a nose, a lopsided sliver for a mouth... beauty was, indeed, in the eye of the beholder. Dead beholders may have had some sort of handicap.

 _Ahhh!_

Contently, the ghoul sauntered away, forgetting altogether about the bears it chased. Baloo and Kit didn't utter a word, lest they break the haunting pilot out of whatever enchantment it seemed to have so pleasantly fallen under. They gave it its space, plenty of it, but followed, light on their toes, and watched. The ghoul staggered into the middle of the village, down the length of the black scar in the ground carved by the plane wreck, and to the plane wreckage itself, where stepped into the wall of trees, through the needly, low-hanging boughs, and vanished in the shadows.

For awhile, Baloo and Kit stood close together in the midst of the razed and abandoned houses, at a stance ready to leap out of harm's way, half-expecting the ghoul to jump out at them again. But, it didn't. Nothing did. The only growling to be heard was from Baloo's stomach, for it was woefully overdue for some dinner.

At last, a cricket chirped.

* * *

The stretch between Drowsy Dale and Widow's Willow was a quiet flight. Baloo and Kit had hardly spoken a word since take off. Nor did they speak much beforehand through the long and tiring task of clearing the Sea Duck's wings from the clutter of the crashed hangar. Just what do you talk about right after you've banished a spectral headhunter with a teakettle and a flashlight? The weather?

Baloo was fairly certain that once he washed off the green greasepaint off his face, he'd find his fur pale as the moon. He had a mind to just head straight for home and drop that blasted book in the mail, eighteenth-class postage, but losing an entire Halloween was bad enough, never mind suffering through another angry lambasting from Rebecca for not doing his job. Like _she_ was going to believe what they'd been through. Close to their destination, he looked at Kit, who sleepily gazed at the starlit horizon with his knees drawn up on his seat, now and then absently caressing the mummy wrappings under his chin. He wished the kid still had a reason to pull them all on mask-like around his head again, or himself to pull back on those costume gloves that made his fingers look long and gnarled; Kit made a great mummy, he thought. Everyone who saw him would have thought so. They would have had a load of fun prowling the neighborhoods door-to-door. What a waste of costumes.

"You okay over there?" he asked.

"Yeah. I was just wonderin'." Kit shifted in his seat. "Wonderin' what we're gonna tell Wildcat when he sees the Sea Duck. If we tell him what really happened, he won't sleep for months."

"Yer prob'ly right. Becky just won't believe it, an' Molly, she's too little."

"Definitely can't tell her," said Kit. "Uh, _Louie_ , maybe."

"Yeah. Louie. Heh, he's just gonna say we ate too much candy." Though he meant it as a jest, Baloo grimaced after making that comment, lamenting their utter lack of candy. _Way to rub it in the kid's nose_ , he thought miserably. Silence ensued for a long moment, conversation already depleted. At last Baloo said the only thing he had left to say. "I guess the night didn't go quite like I promised. I sure am sorry, Lil' Britches."

Kit leaned forward, tilting his head at him. "For what?"

"For gettin' us all costumed up and lookin' forward to some good ol' trick-or-treatin'. Turned out to be for nothin'."

"You kiddin'? These costumes are _awesome_ ," said Kit. "So what if no one else got to see 'em, we'll save 'em for next time. And we got... well, a few pieces of candy. But come on, Halloween, getting chased by a _real ghost_? Crazy! Let's see Santa Claus try to top _that_."

It was slow to arrive, but a chuckle rose from Baloo, eventually echoed from the navigator's seat.

* * *

Widow's Willow was only an obscure scratch on the map, if you were lucky enough to find it, let alone if you happened to set out for "the house on the swamp." Still, Baloo and Kit found it, and they found it dark and lonely. They flew over a vast sea of rolling treetops, faintly green and gray under the bright moon, to a clearing that was the swamp. The water was black, glassy, spotty with lily pads and leafy debris, and parted in great ripples when the Sea Duck landed in its murky clutches. Gray cypress trees surrounded them, thick and burly trunks stretching from the edge of the water, leaves draping low in long mossy strands. The Sea Duck's headlamps shone in bright glimpses in the watching eyes of owls in the boughs, and scaly creatures unknown stirred in the water, long and winding humps breaking the surface and snaking away from the light. Fireflies danced in the reeds and deep between the trees, soft, luminous dots weaving in otherwise pitch blackness where moonlight could not find its way.

The house was surprisingly easy to find, as it was _the_ house, a lone wooden hovel with a thatch roof and a brick chimney greatly alive with silvery smoke. There was a narrow, ramshackle pier in front of it, with a row boat tied at its end. The boat rocked and swayed under the Sea Duck's wing as the plane docked, the pier between the fuselage and pontoon.

Kit stepped out first. The breezeless air was musty smelling and nearly freezing, and his teeth chattered almost immediately. He was greeted by a vast cacophony of _hoots_ and _ribbits_ and _chirps_ from the surrounding critters busy about their night. Also, a _meow._ That was the greeting of a black cat that was sitting on the pier on its haunches, undisturbed by the clamor of an approaching plane, watching them with golden-yellow eyes shining. When Baloo stepped out behind Kit, the book in hand, the cat met them and rubbed against their legs, purring, weaving between their feet. Kit chuckled at it and scratched it behind the ears, then it scurried away into the darkness.

Two clouded windows at the front of the hovel glowed with flashes of orange, yellow, and green, here dimmer, then brighter, and a jack-o-lantern, squat, fat, and large, sat next to the door with a wide, unmoving, flaming grin. With an aimless, bright stare, it watched them approached. Kit stopped hesitantly halfway on the pier.

"Wait, Baloo. Hold on."

Kit went back to the Sea Duck, and from the cockpit grabbed the potato sack turned king-sized candy bag, one that was devoid of candy, and Baloo regarded its flat, empty burlap shape with a frown. But then, that frown flipped over when Kit pulled the mummy wrappings around his face, snug and proper.

"Think they'll mind?" he asked, shaking out the bag. "It's pretty late."

"I'd say someone's up in there," smiled Baloo. "Go for it, kiddo."

Kit gave the door three quick knocks, and sucked on his teeth until it creaked open. A smoky mist spilled from inside, low and rolling over the stoop. "Trick or..." Kit blinked at the person who answered the door. "... t-treat?"

Wendy from Wolfswood Grove stepped out and smiled at him, from under her wide, round hat and spectacles. "Why hello again, dears! Ooh, in this night air, you look even more wonderfully dreadful in those costumes. I love it!"

"How'd _you_ get here?" asked Baloo.

"I flew on my broom, silly bear," she replied, with a wink and a twitch of her nose.

"Oh," muttered Baloo. Somehow he felt like it was a stupid question.

"I'm _so_ glad you made it!" said the witch. "I just won a bet from my sister Agnes." A flash of green light and a billow of smoke erupted from behind the door, making Kit and Baloo jump back. "Oh, don't mind that. You see, once a year, me and my sisters get together for a little... _cook-out_." She giggled at that for a moment, quite heartily, and quite confusingly to the bears on the stoop. "Ah, well, yes. Ahem. I see you've brought the book."

Baloo handed it to her with his arms stretched far. "Yeah, _take_ it. Please."

"Splendid!" squealed Wendy, cradling the book in her arms. "I hope the bookmark came in handy."

Baloo and Kit gave each other a look, one that confirmed to the other that they each had the same chill crawling down their backs.

"Now, let's see," said Wendy. "I owe you a treat or a trick, don't I?" Instead of a piece of candy, he produced a black, iron key from somewhere in her sleeve, showed it to them and tossed it in the bag. "That goes to the chest. What's inside is yours, a payment due." Her smile shifted from jolly to something sly. "I trust a couple of gallant trick-or-treaters like yourselves will find it... hm, _adequate_."

"The chest...?" Kit had forgotten all about it, realizing up until now he had never even thought twice about that chest being in the plane all night, even though it was always in plain view. That was unnerving, and he suddenly felt like he had just snapped out of some sort of dream. He peered at the key at the bottom of the bag, then slowly, his eyes met the witch's. "Y-you left a bookmark on a page about ghosts," he said, his voice wavering.

Baloo shuffled uncomfortably behind him and tugged on his shoulder. It was code for _pull chocks_. "Ki-it," he hissed.

"Haunting ghosts," corrected Wendy; her stare became pointed, and her thumb swiped the edge of the old book, flipping the pages noisily. "The type that haunt until they get what was taken from them in life. Oh, did you _see_ one tonight? This _is_ the night for it, after all."

Kit took a step back, something Baloo had already done.

Another bright flash erupted from behind the door, and more smoke billowed from the chimney, and from somewhere inside came a great rasping howl, one that turned Baloo and Kit's blood to like ice. Wendy ducked and glanced over her shoulder. Something she saw made her start. "Oops! Gotta run, boys. Thank you and happy, happy Halloween!" She disappeared with a slam of the door, but it opened once more right after. "And good job on not turning yourselves into toads!"

The door shut again. Kit and Baloo made a swift about-face and hurried to the Sea Duck, the narrow pier creaking and quaking under their feet. As they piled into the plane, they took a last look at the hovel, its windows alight and chimney smoke now towering to heights that could rival skyscrapers, churning and spiraling upward at unnatural speed.

Kit swallowed what felt like a marble bigger than his tongue. "Baloo, _tell_ me that was just a costume she was wearing."

"It was just a costume," said Baloo hastily. If he really believed that, he was starting the engines in an awful hurry. Kit had to hold on to his seat, for in thirty seconds flat Baloo had the Sea Duck turned around and out of the swamp, a steep take off that was quick to trade the view of the the smothering darkness for an endless starry horizon, free and clear. Seeing that, Baloo took a deep breath.

"But... she knew! And those rhymes we read, those things that happened...!"

"Kid, _don't_ stir a hornet's nest," said Baloo. He rubbed his tired eyes and did not want to think about anything that happened today after breakfast. "It's done and over. Let's just go home, huh?"

"But Baloo!"

"Let's just _go home_ ," Baloo said again.

Kit made a face at him and slouched against the left armrest. Eventually, though, he took Baloo's advice, and as the Sea Duck's engines drummed a mechanical lullaby, his eyes grew heavy. When he stirred, the burlap sack slid from his lap, hitting the floor with a sharp iron _clunk_. He frowned at it; not _everything_ was done and over.

Baloo pretended not to see the kid staring at him, and hoped he didn't get caught flinching when that sound was made. Kit wasn't buying it. "Well? What about _you-know-what_ in the back?" Baloo didn't answer, which just made Kit ornery as he waited for a response. "Baloo!"

"I don't _know_ ," he finally said. "She said it was..." His voice faltered. "Payment."

"Oh, no. _Payment_. What kind of payment does a witch dish out? I don't think she meant money, do you? How did we even fall for that, anyway?"

 _That_ was a good question, now that Baloo thought about it. It seemed perfectly reasonable at the time. He could scarcely remember even carrying the chest into the plane. "We don't know that," he said uncertainly. "For all we know, its full of dough. Right?"

"Dough?"

"Yeah. I mean, it kinda looks like a treasure chest, right? What if she was some crazy rich gal who just bestowed you an' me a million smackeroos?"

"With our luck? Nuh-uh, _I_ know what's gonna happen. We're gonna open it, and a slimy monster pops out and grabs us with all sorts of tentacles and sharp teeth!"

"Yer readin' _way_ too many comic books," cringed Baloo, but then, as that point dawned on him, his fretful countenance betrayed that maybe _he_ had read a few too many, too.

"And _you_ think we just won the crazy lady millionaire sweepstakes? Seriously?"

"Okay, so what. You sayin' we should dump it?"

Though part of Kit was ready to reply with a resounding _yes_ , the answer didn't come so easily. He looked at his wrapped hands, wiggling his fingers as if to test that he was still in control of them. After all, getting coincidentally sent to your doom spelled out by a story coincidentally similar to one made up by Baloo while coincidentally having handy a book that coincidentally affirmed Baloo's made-up theory on how to escape said doom... well, it was just too coincidental, darn it. It could make you question by what or whose will your own actions were being dictated... your own, or say the devilry of a mischievous witch and her mind-bending sorcery. (Alternatively, maybe some jackass was cosmically directing all these events through a hackneyed and thinly articulated plot of written effluvium. Hard to tell.)

It turned out he was wholly in control of his wiggling fingers, free as ever to scratch himself wherever he pleased. And, he kind of wanted to know what was in that chest.

Baloo, however, began thinking along the lines of _monsters and teeth_ than even Kit had. He had his hand on a lever that would open the back of the Sea Duck, and with one pull of that and one quick and steep climb, the chest would be lost in the ocean. He was hesitant, though, one thing having occurred to him: "All 'n all, she was kinda _nice_ for a witch. Wasn't she?"

Kit had not quite thought of it that way, but nodded. "Yeah. I guess she was."

Baloo took his hand off the lever, while Kit fished the key from the bag and looked it over. It felt heavy for such a small thing, black as coal and cold to the touch. He clasped it in his fist and slid out of his seat. "I'm goin' in."

"Hey, wait up!" Baloo put the plane on "auto-pilot" with a crowbar propped against the steering yoke and met Kit at the chest. Ignoring all apprehension, Kit turned the key and the iron padlock snapped open with ease. They each put a hand on a corner of the chest's lid, and flipped it open together.

The sight was dazzling to behold.

"Whoa," Kit breathed.

"Well, Becky won't be happy," said Baloo. "Can't say _I'm_ gonna complain."

It wasn't money, nor gold nor silver nor jewels. It certainly wasn't a monster or a sinister trap. Inside was a rainbow, a rainbow of a king's ransom in candy.

Ziggy Pops and Munchy Bars, Honey Hoo-Has and Caramel Choco-Chews, Hootie Frooties, jawbreakers and licorice sticks, and many, many others, glistening sweet and sugary pinks, blues, reds, greens, and yellows. And, _lots_ of Chocolate Chip Peanut Butter Busters. Kit knelt and sifted through all the treats, letting them fall gingerly through his fingers, without regret that any one of them was not a gold coin.

"I tell ya, I'm never gonna joke about Becky ridin' a broomstick ever again," said Baloo, his oath gestured solemn by two raised fingers.

"'Cause she doesn't deserve it," Kit told him.

Baloo shrugged. "The witches don't, anyway."

* * *

They made it home just before midnight, when even a bustling city like Cape Suzette found some measure of slumber. The neighborhoods once aglow with jack-o-lanterns had for a while had their candles snuffed out, the costumed children home and in bed, the lucky ones suffering sickly sweet tummy aches and spoiled appetites. To that extent, none were as lucky as the mummy in Higher For Hire, who was basking in a viable mountain of candy.

"I'm so stuffed," groaned Kit. "I can't even move." Under the warm orange glow of Ol' Smiley, he and Franken-Baloo sat on the floor, Kit against a crate and Baloo against his arm chair, their Halloween loot piled between them.

"Uh-oh, look!" said Baloo. From the pile, he picked out one particular piece. "Only one more Chocolate Chip Peanut Butter Buster left. Yer favorite!" He tossed it to Kit.

"I can't! I had a _gazillion_ already."

"One more! I dare ya!"

"Ha! No, Baloo, I'm gonna _explode_. _You_ eat it." He tossed it at Baloo, who tossed it right back at him.

"I _double_ dare ya! Double _dog_ dare ya!"

Kit shook his head and laughed. He was about to throw it back at Baloo, but then, _the words_ were spoken:

"Double triple-dog dare ya with sprinkles on top. And a cherry. _Two_ of 'em."

And there it was. No one, absolutely _no one_ , was allowed to refuse the double triple dog dare with sprinkles. Accepting his fate, with fingers moving reluctantly sluggish, Kit unraveled the gooey ball of chocolate and peanut butter from its wrapper, popped it in his mouth and chewed... albeit slowly.

"He's goin' for it," cheered Baloo. "He's got it, folks! It's goin'... _goin'_..."

Kit gulped it down, a burp returning from the other way.

"Gone!" cried Baloo, applauding heartily. "The crowd goes wild! Whoo-hoo!"

If Kit laughed any harder, he would have _lost_ that last piece of candy and the others with it. He slunk further to the floor as if melting, a chocolate-smeared smile plastered to his face. "How is Halloween _over_ already? I can't _wait_ for next year."

"Next year, we're gonna fill up _two_ king-sized candy bags."

"Yeah!"

Climbing all those stairs to go to bed was going to be tough, Kit felt it already. Gravity had a whole new affect when half your body weight was in candy. He _tried_ to stand up, _tried_ to take two steps, but was so stuffed he haplessly toppled over, but he landed on something soft... namely, Baloo. Getting up was not going to be easy. He was actually quite content with that for the moment, warm in the blanket that was Baloo's arms. The pint-sized mummy nuzzled against the Frankenstein creature's black shirt and breathed out a long, exhausted, and happy sigh.

"Wonder who won the mango bob this year," he said. "I guess it's too bad you didn't go to Louie's party. You never miss one of those."

"Nah, kiddo. Hey, ya know what you an' me missed out on tonight?"

"What?"

Baloo yawned deeply, looked into the flickering countenance of Ol' Smiley, and found that jack-o-lantern's haunted, happy grin contagious. "Not a dog-gone thing."


End file.
